102
Risk Disclaimer: All Investments in mutual Fund are subject to market risks. The NAV of Units may go down or up based on the market conditions. The investors are advised in their own interest to carefully read the contents of the Offering Document, in particular the Investment Policies mentioned in clause 2, Risk Factors mentioned in clause 2.4, Taxation Policies mentioned in Clause 7 and Warnings and Disclaimer mentioned in Clause 9 before making any investment decision. OFFERING DOCUMENT OF Meezan Dedicated Equity Fund (MDEF) (Wakalatul Istithmar based Mutual Fund) (Open end Shariah Compliant Equity Scheme) Duly vetted by Shariah Advisor namely Dr. Imran Usmani for and on behalf of Meezan Bank Limited MANAGED BY Al Meezan Investment Management Limited

OFFERING DOCUMENT OF Meezan Dedicated Equity Fund (MDEF) · Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document 4.12. Temporary Change in Method of Dealing, Suspension

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Page 1: OFFERING DOCUMENT OF Meezan Dedicated Equity Fund (MDEF) · Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document 4.12. Temporary Change in Method of Dealing, Suspension

Risk Disclaimer: All Investments in mutual Fund are subject to market risks. The NAV of

Units may go down or up based on the market conditions. The investors are advised in their

own interest to carefully read the contents of the Offering Document, in particular the

Investment Policies mentioned in clause 2, Risk Factors mentioned in clause 2.4, Taxation

Policies mentioned in Clause 7 and Warnings and Disclaimer mentioned in Clause 9 before

making any investment decision.

OFFERING DOCUMENT OF

Meezan Dedicated Equity Fund

(MDEF) (Wakalatul Istithmar based Mutual Fund)

(Open end Shariah Compliant Equity Scheme)

Duly vetted by Shariah Advisor

namely Dr. Imran Usmani for and on behalf

of Meezan Bank Limited

MANAGED BY

Al Meezan Investment Management Limited

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

1. CONSTITUTION OF THE SCHEME 6

1.1 Constitution 6

1.2 Trust Deed (the "Deed") 7

1.3 Modification of Trust Deed 7

1.4 Duration 8

1.5 Fund Property 8

1.6 Initial Offer and Initial Period 8

1.7 Transaction in Units after Initial Offering Period 8

1.8 Offering Document 9

1.9 Modification of Offering Document 9

1.10 Responsibility of the Management Company for information given in this

Document 9

2. INVESTMENT OBJECTIVES, INVESTMENT POLICY, RESTRICTIONS,

RISK DISCLOSURE AND DISCLAIMER 10

2.1 Investment Objective 10

2.2 Investment Policy 10

2.2. Changes in Investment Policy 12

2.3. Investment Restrictions 13

2.4. Risk Disclosure 17

2.5. Disclaimer 20

3. OPERATORS AND PRINCIPALS 21

3.1 Management Company 21

3.2. Board of Directors of the Management Company 22

3.3. Existing Schemes under Management and their performance 31

3.4. Role and Responsibilities of the Management Company 39

3.5. Maintenance of Unit Holders Register 42

3.6. Role of the Trustee 43

3.7. Shariah Advisor 46

3.8. Transfer Agent 47

3.9. Custodian 47

3.10. Distributors/Facilitators 48

3.11. Auditors 49

3.12. Legal Advisors: 50

3.13. Bankers 50

3.14. Rating of the Scheme 52

4. CHARACTERISTICS OF UNITS 52

4.1. Units 52

4.2. Classes of Units 52

4.3. Types of Units 53

4.4. Administrative Arrangement 54

4.6. Procedure for Purchase of Units 54

4.7. Procedure for Redemption of Units 61

4.8. Purchase (Public Offer) and Redemption (Repurchase) of Units outside

Pakistan 64

4.9. Determination of Redemption (Repurchase) Price 65

4.10. Procedure for Requesting Change in Unit Holder Particulars 66

4.11. Procedure for Pledge/Lien/Charge of Units 69

CLAUSE TABLE OF CONTENTS PAGE

NO.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

4.12. Temporary Change in Method of Dealing, Suspension of Dealing and Queue

System 70

5. DISTRIBUTION POLICY 73

5.1. Declaration of Dividend 73

5.2. Determination of Distributable Income 73

5.3. Payment of Dividend 74

5.4. Dispatch of Dividend Warrants/Advice 74

5.5. Reinvestment of Dividend 74

5.6. Bonus Units 75

5.7. Encashment of Bonus Units 75

5.8. Closure of Register 75

6. FEE AND CHARGES 75

6.1. Fees and Charges Payable by an Investor 75

6.2. Fees and Charges Payable by the Fund 78

6.3. Formation Costs 79

6.4. Other costs and expenses 79

7. TAXATION 80

7.1. Taxation on the Income of the Fund 80

7.2. Withholding tax 81

7.3. Zakat on Fund 81

7.4. Taxation and Zakat on Unit Holders 82

7.5. Disclaimer 83

8. REPORTS TO UNIT HOLDERS 83

8.1. Account Statement 83

8.2. Financial Reporting 84

8.3. Trustee Report 84

8.4. Fund Management Report 84

9. WARNING AND DISCLAIMER 84

9.1. Warning 84

9.2. Disclaimer 85

10. GENERAL INFORMATION 85

10.1. Accounting Period / Financial Year of the Fund 85

10.2. Inspection of Constitutive Documents 86

10.3. Transfer of Management Rights of the Fund 86

10.4. Extinguishment/Revocation of the Fund 87

10.5. Procedure and manner of Revocation of the Fund 88

10.6. Distribution of proceeds on Revocation 88

11. GLOSSARY 88

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

OFFERING DOCUMENT OF

Meezan Dedicated Equity Fund (MDEF)

Open end Shariah Compliant Equity Scheme

MANAGED BY

Al Meezan Investment Management Ltd

[An Asset Management Company Registered under the Non-

Banking Finance Companies (Establishment and Regulation)

Rules, 2003]

Date of Publication of Offering Document: 11th August 2017

Initial Offering Period: One Business Day (Oct 06, 2017)

The Meezan Dedicated Equity Fund (the Fund/the Scheme/the

Trust/the Unit Trust/MDEF) Shariah Compliant Fund has been

established through a Trust Deed (the Deed) dated 22nd May 2017 under

the Trusts Act, 1882 entered into and between Al Meezan Investment

Management Limited, the Management Company, and Central

Depository Company of Pakistan Limited, the Trustee and is

authorized under the Non-Banking Finance Companies (Establishment

and Regulation) Rules, 2003 (the "Rules") and Non-Banking Finance

Companies and Notified Entities Regulations, 2008 ("Regulations").

REGULATORY APPROVAL AND CONSENT

Approval of the Securities and Exchange Commission of Pakistan

The Securities and Exchange Commission of Pakistan (SECP) has

authorized the offer of Units of Meezan Dedicated Equity Fund and

has registered MDEF as a notified entity under Regulation 44 ""vide

letter No: SCD/AMCW/AMIML/MDEF/626/2017 dated June 13,

2017, SECP has approved this Offering Document, under Regulation

54.

It must be clearly understood that in giving this approval, SECP

does not take any responsibility for the financial soundness of the

Fund nor for the accuracy of any statement made or any opinion

expressed in this Offering Document.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

Offering Document

This Offering Document sets out the arrangements covering the basic

structure of the Meezan Dedicated Equity Fund (the "Fund", the

"Scheme", the "Trust", the "Unit Trust", "MDEF"). It sets forth

information about the Fund that a prospective investor should know

before investing in any class of Unit of the Fund. The provisions of the

Trust Deed, the Rules, the Regulations, the Shariah guidelines and

circulars and directives issued by the SECP, as specified hereafter

govern this Offering Document.

Confirmation of vetting by Shariah Advisor

This document has been reviewed and vetted by the Shariah Advisor

namely Dr. Imran Usmani for and on behalf of Meezan Bank Limited.

All Investments of the Fund shall be in adherence to the principles of

Shariah.

It is possible that adherence to the principles of Shariah will cause

the Fund to perform differently from Funds with similar objectives,

but that are not subject to the requirements of Shariah.)

If prospective investor has any doubt about the contents of this Offering

Document, he/she/it should consult one or more from amongst their

Shariah scholars/consultants, investment advisers, legal advisers, bank

managers, stockbrokers, or financial advisers to seek independent

professional advice.

Investors must recognize that the investments involve varying levels

of risk. The portfolio of the Fund consists of investments, listed as

well as unlisted (other than equity funds) that are subject to market

fluctuations and risks inherent in all such investments. Neither the

value of the Units in the Fund nor the dividend declared by the Fund

is, or can be, assured. Investors are requested to read the Risk

Disclosure and Warnings and Disclaimer statement contained in

Clause 2.4 and Clause 9 respectively in this Offering Document.

Filing of the Offering Document

The Management Company has filed a copy of the Offering Document

signed by the Chief Executive along with the Trust Deed with SECP.

Copies of the following documents can be inspected at the registered

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

office of the Management Company or the place of business of the

Trustee:

(1) License No. AMCW/11/AMIML/AM/07/2017 dated April 19,

2017 granted by SECP to Al Meezan Investment Management Ltd

to carry out Asset Management Services and Investment Advisor;

(2) SECP's Letter No. SCD/AMCW/AMIML/MDEF/564/2017 dated

May 08, 2017 approving the appointment of Central Depository

Company of Pakistan Limited as the Trustee of the Fund;

(3) Trust Deed (the Deed) of the Fund;

(4) SECP’s Letter No. SCD/AMCW/AMIML/MDEF/626/2017

dated June 13, 2017 registering the Fund in terms of Regulation 44

of the NBFC and Notified Entities Regulations 2008;

(5) Letters No. ASR2617 dated May 29, 2017 from M/S A.F.

FERGUSON & Co., Auditors of the Fund , consenting to the

issue of statements and reports;

(6) Letters No. AIM-74/837/17/184 dated May 12, 2017 from

Bawanay & Partners , Legal Advisers of the Fund, consenting

to act as adviser;

(7) Letter dated May 23, 2017 from Shariah Adviser of the Fund ,

consenting to act as Shariah adviser of the Meezan Dedicated

Equity Fund and consenting on the contents of the offering

document;

(8) SECP's letter No: SCD/AMCW/AMIML/MDEF/633/2017 dated

June 22, 2017 approving this Offering Document.

1. CONSTITUTION OF THE SCHEME

1.1 Constitution

The Fund is an open-end Fund and has been constituted by a Trust

Deed entered into at Karachi on 22nd May 2017 between:

Al Meezan Investment Management Limited, a Non-Banking

Finance Company incorporated under the Companies Ordinance

1984 and licensed by SECP to undertake asset management

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services, with its principal place of business at Ground Floor,

Block B, Finance and Trade Centre (FTC), Shahrah-e-Faisal,

Karachi, as the Management Company; and

Central Depository Company of Pakistan Limited incorporated in Pakistan under the Companies Ordinance, 1984,

and registered by SECP to act as a Trustee of the Collective

Investment Scheme, having its registered office at CDC House,

99-B Block 'B' S.M.C.H.S., Main Shahrah-e-Faisal, Karachi, as

the Trustee.

1.2 Trust Deed (the "Deed")

The Deed is subject to and governed by the Non-Banking Finance

Companies (Establishment and Regulations) Rules, 2003 and

Non-Banking Finance Companies and Notified Entities

Regulations, 2008, Securities and Exchange Ordinance 1969,

Companies Ordinance 1984 and all other applicable laws and

regulations including Shariah Advisor’s directives and

guidelines. The terms and conditions in the Deed and any

supplemental deed(s) shall be binding on each Unit Holder. In the

event of any conflict between the Offering Document and the

Deed the latter shall supersede and prevail over the provisions

contained in this Offering Document. In the event of any conflict

between the Deed and the Rules or Regulations and Circulars

issued by SECP, the latter shall supersede and prevail over the

provisions contained in the Deed in so far the same do not conflict

with the Islamic Shariah.

Furthermore, all Investments of the Fund Property shall be in

accordance with the principles of Shariah as advised by the

Shariah Advisor. The Fund shall also be subject to the rules and

the regulations framed by the State Bank of Pakistan with regard

to the foreign investments made by the Fund and investments

made in the Fund from outside Pakistan in foreign currency.

1.3 Modification of Trust Deed

The Trustee and the Management Company, acting together and

with the approval of SECP and the Shariah Advisor, shall be

entitled by supplemental deed(s) to modify, alter or add to the

provisions of the Deed to such extent as may be required to ensure

compliance with any applicable laws, Rules and Regulations and

Shariah guidelines.

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Where the Deed has been altered or supplemented, the

Management Company shall duly notify to the Unit Holders and

post the same on its official website.

1.4 Duration

The duration of the Fund is perpetual. However, SECP or the

Management Company may wind it up or revoke it on the

occurrence of certain events, as specified in the Regulations or

clause 10.4 of this document.

1.5 Fund Property

The aggregate proceeds of all Units issued from time to time after

deducting Duties and Charges, Transactions Costs and any

applicable Sales Load , shall constitute part of the Fund Property

and includes the Investment and all income, profit and other

benefits arising therefrom and all cash, bank balances and other

assets and property of every description for the time being held or

deemed to be held upon trust by the Trustee for the benefit of the

Unit Holder(s) pursuant to the Deed but does not include any

amount payable to the Unit Holders as distribution. However any

profit earned on the amount payable to the Unit Holders as

distribution shall become part of the Fund Property.

1.6 Initial Offer and Initial Period

Initial Offer is made during the Initial Period which will be One

Business Day(s) and begins at the start of the banking hours on

Oct 06, 2017 and shall end at the close of the banking hours on

Oct 06, 2017. On the first day, the Units shall be issued as per

clause 4.6.5 and subsequently at the price calculated and

announced by the Management Company for every Dealing Day.

1.7 Transaction in Units after Initial Offering Period

Subsequently to the Initial Offering Period, Units will be offered

at the Offer Price and redeemed at the Redemption Price. The

Management Company will fix the Offer (Purchase) and

Redemption (Repurchase) Prices for every Dealing Day on the

basis of the Net Asset Value (NAV). The NAV based price shall

be fixed after adjusting for the Sales Load as the case may be and

any Transaction Costs that may be applicable. Except for

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

circumstances elaborated in Clause 4.8 and 10.4 of this Offering

Document, such prices shall be applicable to Purchase and

Redemption requests, complete in all respects, received during

the Business Hours on the Dealing Day.

1.8 Offering Document

The provisions of the Trust Deed, the Rules, the Regulations,

circulars and the Directive issued by the Commission govern this

Offering Document. Further, the directives and guidelines issued

by the Shariah Advisor shall also govern this Offering Document.

It sets forth information about the Fund that a prospective investor

should know before investing in any Unit. Prospective investors

in their own interest are advised to carefully read this Offering

Document to understand the Investment Policy, Risk Factors and

Warning and Disclaimer and should also consult their legal,

financial and/or other professional adviser before investing.

1.9 Modification of Offering Document

This Offering Document will be updated to take account of any

relevant material changes relating to the Fund. Such changes shall

be subject to prior consent of the Trustee and approval from the

Securities and Exchange Commission of Pakistan (SECP), the

Shariah Advisor and shall be circulated to all Unit Holders and/or

publicly notified by advertisements in the newspapers subject to

the provisions of the Rules and the Regulations and duly posted

on official website of the Management Company.

1.10 Responsibility of the Management Company for information

given in this Document

Management Company accepts the responsibility for the

information contained in this Offering Document as being

accurate at the date of its publication.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

2. INVESTMENT OBJECTIVES, INVESTMENT POLICY,

RESTRICTIONS, RISK DISCLOSURE AND

DISCLAIMER

2.1 Investment Objective

“The investment objective of the fund is to provide Fund of Funds

scheme a dedicated equity platform to seek long term capital

appreciation.”

2.2 Investment Policy

2.2.1 Meezan Dedicated Equity Fund (MDEF) is an open end

Shariah Compliant Equity scheme which primarily

invests in Shariah compliant listed equity securities or

securities whose listing has been approved by the

exchange.

2.2.2 In case the fund manager expects the stock market to

drop, based on his analysis of macroeconomic factors

such as interest rates, economic growth rates, political

climate, corporate earnings, stock market valuations, etc,

the portfolio may be temporarily allocated to other

allowable asset classes, subject to the prescribed limits.

2.2.3 While making stock selection decisions, fundamental and

technical models will be employed and qualitative and

quantitative analysis will be conducted to identify

undervalued stocks.

2.2.4 The Fund shall be subject to such exposure limits as are

specified in the Regulations and SECP’s directives.

Currently, the limits are as follows:

a) At least 70% of its Net Assets shall remain invested

in listed equity securities during the year based on

quarterly average investment calculated on daily

basis;

b) The remaining Net Assets shall be invested in cash

and / or near cash instruments. Cash and near cash

instruments which include cash in Islamic bank

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

accounts (excluding TDRs) and Shariah GOP Ijara

Sukuk not exceeding 90 days remaining maturity.

2.2.5 Any Investment may at any time be disinvested at the

discretion of the Management Company either in order to

invest the proceeds of sale in other Authorized

Investments or to provide funds required for the purpose

of any provision of Trust Deed or may retain the proceeds

of sale in cash deposit as aforesaid or any combination of

the aforesaid.

2.2.6 Any investment which cease to be an authorized

investment would be disinvested within the prescribed

period in the best interest of unit holders.

2.2.7 Authorized Investments

Investible Avenue

Asset Allocation

Minimum

Allocation

Maximum

Allocation

Shariah compliant listed equities 70% 100%

Deposits (Excluding TDR) with Shariah

Compliant Banks and licensed Islamic Banking

Windows of Conventional Banks and GOP

Ijarah Sukuk with remaining maturity not

exceeding 90 days*

0% 30%

Non-listed equities whose listing has been

approved by the exchange. - 15%

Any other Shariah Compliant Investment

outside Pakistan in Bank Deposits or equity

related securities/instruments (including mutual

funds/ETFs in case of investments outside

Pakistan) with prior approval of SECP and SBP

As allowed by SECP

from time to time.

*Note: The investment in Cash/Near Cash Instruments may temporarily go beyond 30% as

the requirement is to meet equity investment of 70% annually based on quarterly average

calculated on daily basis.

2.2.8 Benchmark

The Benchmark of the Scheme shall be KMI-30.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

2.2.9 Authorized Investments

The Fund, in light of its investment objective and investment

policy, shall exclusively invest in Shariah Compliant investments

transacted, traded or listed in Pakistan.

Any investment made outside Pakistan shall be subject to prior

approval of the State Bank of Pakistan and SECP

2.2.10 Risk Control in the Investment Process

(A) The Management Company shall ensure that effective risk

control measures are in place for the protection of the Unit

Holders' interests.

(B) The objective of the risk control process is endeavor to

monitor and manage the various types of risks, including

market risks, credit risks and operational risks, with a view

to achieving the investment objective of the Scheme.

Exposure to the Equity Component under the Authorized Investments

shall be determined based on the fund manager’s outlook on the

economy, the equity market and any other factor considered important

by the Management Company towards effective discharge of its duties

under the Regulations, the Deed and this Offering Document.

2.2.11 Management Company Can Alter Investment Mix

The Management Company can from time to time alter the

weightings, subject to the specified limits as per clause 2.2

between the various types of investments if it is of the view that

market conditions so warrant. The funds not invested in the

foregoing avenues shall be placed as deposit with scheduled

Islamic banks / Islamic Divisions of conventional banks.

2.2. Changes in Investment Policy

The investment policy will be governed by directives of the

Shariah Advisor and Regulations and/or SECP directives. Any

Fundamental change in the Investment Policy will be

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

implemented only after obtaining prior approval from Shariah

Advisor and SECP and giving 90 days prior notice to the Unit

Holders as specified in the Regulations.

2.3. Investment Restrictions

(a) The Fund Property shall be subject to such exposure limits

or other prohibitions as are provided in the Regulations, Trust

Deed, this Offering Document of the Fund, circulars and

directives and shall also be subject to any exemptions that may

be specifically given to the Fund by SECP and are explicitly

mentioned under the heading Exceptions to Investment

Restriction in this Offering Document or subsequently in

writing. If and so long as the value of the holding in a particular

company shall exceed the limit imposed by the Regulations, the

Management Company shall not purchase any further

Investments in such company. In the event Exposure limits are

exceeded due to corporate actions including taking up rights or

bonus issue and/or owing to appreciation or depreciation in

value of any Investment, disposal of any Investment or

Redemption of Units, the excess exposure shall be regularized

in such manner and within such time as specified in the

Regulations, circular or notification issued by SECP from time

to time.

(b) The Management Company, on behalf of the Fund, shall

not enter into transactions with any broker that exceeds the limit

provided in the Regulations and or circulars and notifications

issued by the Commission from time to time.

Transactions relating to money market instruments and debt

securities do not fall under this clause.

(c) The Management Company on behalf of the Scheme shall

not:

i. Make Investments in Non-Shariah compliant instruments

and against the guidelines of Shariah Advisor of the Fund.

ii. Purchase or sell -

a. Bearer securities;

b. Securities on margin;

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

c. Real estate, commodities or commodity contracts;

d. Securities which result in assumption of unlimited

liability (actual or contingent);

e. Anything other than Authorized Investments as

defined herein;

iii. Participate in a joint account with others in any transaction;

iv. Affect a short sale in a security whether listed or unlisted;

v. Purchase any security in a forward contract;

vi. Take exposure in any other CIS

vii. Lend, assume, guarantee, endorse or otherwise become

directly or contingently liable for or in connection with any

obligation or indebtedness of any person as specified in the

Regulations;

viii. Make any investment which will vest with the

Management Company or its group the management or

control of the affairs of the investee company;

ix. Invest in securities of the Management Company;

x. Issue a senior security which is either stock or represents

indebtedness, without the prior written approval of the

Commission and the Shariah Advisor;

xi. Apply for de-listing from stock exchange, unless it has

obtained prior written approval of the Commission;

xii. Sell or issue Units for consideration other than cash unless

permitted by the Commission on the basis of structure and

investment policy of the Scheme.

xiii. Merge with, acquire or take over any scheme, unless it has

obtained the prior approval of the SECP in writing to the

scheme of such merger, acquisition or take over.

xiv. Invest the subscription money until the closure of initial

offering period.

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xv. Enter on behalf of the Scheme, into underwriting or sub-

underwriting contracts.

xvi. Subscribe to an issue underwritten, co-underwritten or sub-

underwritten by group companies of the Management

Company.

xvii. Pledge any of the securities held or beneficially owned by

the Scheme except as allowed under the Regulations.

xviii. Accept deposits

xix. Make a loan or advance money to any person from the

assets of the Scheme

xx. Take exposure more than 35% or index weight whichever

is higher, subject to maximum of forty (40%) of its net

asset value of the scheme of securities in any one sector.

(Provided that the Commission may specify a higher maximum limit for

a specific sector).

xxi. Take exposure of more than 35% of its net assets in a single

Group and more than 10% of its net assets in listed group

companies of Management companies and such exposure

shall be taken through secondary market.

xxii. Take exposure of more than 15% in a single security or

15% of its issued shares, whichever is lower

xxiii. Invest in MTS or spread transactions.

(d) In case redemptions requests are pending due to constraint

of liquidity in the Fund, for more than the period as stipulated

in the Regulations, the Management Company shall not make

any fresh investment or rollover of any investment.

(e) The Management Company on behalf of the Fund shall

maintain minimum cash and near cash instruments which

includes cash in bank accounts (excluding TDRS) subject to

applicable Regulations, Circulars or Directives issued by the

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Commission. The present limit for the Fund is provided in

clause 2.2.6 above.

Exemption to Investment Restrictions

In order to protect the right of the Unit Holders, the Management

Company may take an Exposure in any Shariah compliant

unauthorized investment due to recovery of any default

proceeding of any counter party of any Authorized Investment

with the approval of the Commission and Shariah advisor.

2.4.1 Shariah Compliant Financing Arrangements

(a) Subject to any statutory requirements for the time being in force

and to the terms and conditions herein contained, the

Management Company may arrange Shariah compliant financing

for account of the Scheme, with the approval of the Trustee, from

Banks, Financial Institutions, or such other companies as

specified by the Commission from time to time and approved by

the Shariah Advisor. The financing, however, shall not be

resorted to, except for meeting the redemption requests and shall

be repayable within a period of ninety days and such financing

shall not exceed fifteen (15) percent of the net Assets or such

other limit as specified by the Commission of the scheme at the

time of financing.

If subsequent to such financing, the Net Assets are reduced as a

result of depreciation in the market value of the Fund Property or

redemption of Units, the Management Company shall not be

under any obligation to reduce such financing.

(b) Neither the Trustee, nor the Management Company shall be

required to issue any guarantee or provide security over their own

assets for securing such financings from banks, financial

institutions and non-banking finance companies. The Trustee or

the Management Company shall not in any manner be liable in

their personal capacities for payment of such financings.

(c) For the purposes of securing any such financing, the Trustee may

on the instruction of the Management Company mortgage, charge

or pledge in any manner all or any part of the Fund Property

provided that the aggregate amount secured by such mortgage,

charge or pledge shall not exceed the limits provided under the

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Regulations and/or any law for the time being in force.

(d) Neither the Trustee nor the Management Company shall incur any

liability by reason of any loss to the Trust or any loss that a Unit

Holder(s) may suffer by reason of any depletion in the Net Asset

Value that may result from any financing arrangement made

hereunder in good faith.

(e) .

2.4.2 Restriction of Transactions with Connected Persons

(a) The Management Company in relation to the Scheme shall

not invest in any security of a company if any director or

officer of the Management Company owns more than five

per cent of the total amount of securities issued, or, the

directors and officers of the Management Company own

more than ten per cent of those securities collectively subject

to exemption provided in the Regulations.

(b) The Management Company on behalf of the Scheme shall

not without the approval of its Board of Directors in writing

and consent of the Trustee, purchase or sell any security from

or to any Connected Person or employee of the Management

Company.

Provided that above shall not be applicable on sale or

redemptions of Units.

(c) For the purpose of sub-paragraphs (a) and (b) above the term

director, officer and employee shall include spouse, lineal

ascendants and descendants, brothers and sisters.

(d) All transactions carried out by or on behalf of the Scheme

with connected person(s) shall be made as provided in the

Constitutive Documents, and shall be disclosed in the

Scheme’s annual reports.

2.4. Risk Disclosure

Investors must realize that all investments in mutual funds and

securities are subject to market risks. Our target return / dividend

range cannot be guaranteed and it should be clearly understood

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that the portfolio of the Fund is subject to market price

fluctuations and other risks inherent in all such investments. The

risks emanate from various factors that include, but are not

limited to:

(1) Equity Risk - Companies issue equities, or stocks, to help

finance their operations and future growth. The Company’s

performance outlook, market activity and the larger economic

picture influence the price of a stock. Usually when the

economy is expanding, the outlook for many companies is

good and the stock prices may rise and vice versa.

(2) Interest Rate Risk - A rise or decline in interest rates during

the investment term may result in a change in return provided

to the investors

(3) Government Regulation Risk - Government policies or

regulations are more prevalent in some securities and financial

instruments than in others. Funds that invest in such securities

may be affected due to change in these regulations or policies,

which directly or indirectly affect the structure of the security

and/or in extreme cases a governmental or court order could

restrain payment of capital, principal or income.

(4) Country or Political Risk - This is the uncertainty of returns

caused by the possibility of a major change in the political or

economic environment of the country such as break down of

law and order, war, natural disasters, etc. and any

governmental actions, legislative changes or court orders

restraining payment of principal or income

(5) Credit Risk - Credit Risk comprises Default Risk and Credit

Spread Risk. Each can have negative impact on the value of

the income and money market instruments including Sukuks

etc:

Default Risk - The risk that the issuer of the security will not

be able to pay the obligation, either on time or at all;

Credit Spread Risk - The risk that there may be an increase in

the difference between the return/markup rate of any issuer's

security and the return/markup rate of a risk free security. The

difference between this return/mark up rates is called a "credit

spread". Credit spreads are based on macroeconomic events in

the domestic or global financial markets. An increase in credit

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spread will decrease the value of income and including money

market instruments;

(6) Price Risk - The price risk is defined as when the value of the

Fund, due to its holdings in such securities rises and falls as a

result of change in interest rates.

(7) Liquidity Risk – Liquidity risk is the possibility of

deterioration in the price of a security in the Fund when it is

offered for sale in the secondary market.

(8) Settlement Risk – At times, the Fund may encounter

settlement risk in purchasing / investing and maturing / selling

its investments which may affect the Fund’s performance etc.

(9) Reinvestment Rate Risk –In a declining interest/ markup rate

economic environment, there is a risk that maturing securities

or coupon payments will be reinvested at lower rates, which

shall reduce the return of the Fund compared to return earned

in the preceding quarters.

(10) Sovereign Risk - Payment of bonds/ notes may be effected

by the economic and political events in the country of the

relevant issuer. The occurrence of a sovereign risk event could

result in the loss of all or a portion of the principal invested, as

a result of any economic or political circumstance

(11) Events Risk - There may be adjustments to the

performance of the Fund due to events including but not

limited to, natural calamities, market disruptions, mergers,

nationalization, insolvency and changes in tax law.

(12) Redemption Risk - There may be special circumstances in

which the redemption of Units may be suspended or the

redemption payment may not occur within six working days

of receiving a request for redemption from the investor.

(13) Distribution Risk - Dividend distribution may also be

liable to tax because the distributions are made out of the

profits earned by fund and not out of the profits earned by each

unitholder. Unitholders who invest in a fund before

distribution of dividends may be liable to pay tax even though

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they may not have earned any gain on their investment as

return of capital to investors upon distribution is also taxable.

(14) Shariah non-compliance Risk: The risk associated with

employing funds in investments that are not consistent with

the Shariah as defined in the glossary section of this offering

document.

(15) Scheme Specific Risk(s) – The Scheme is subject to the

following risks:

(i) The performance of the Fund may be affected by

changes in risk associated with trading volumes,

liquidity and settlement systems in equity and debt

markets.

(ii) MDEF is a Shariah Compliant Open end Mutual Fund

and, Unit Holders are not being offered any guaranteed

returns.

2.5. Disclaimer

The Units of the Trust are not bank deposits and are neither issued

by, insured by, obligations of, nor otherwise supported by SECP,

any Government agency, the Trustee (except to the extent

specifically stated in this Offering Document and the Deed) or

any of the shareholders of the Management Company or any other

bank or financial institution.

Disclosure:

There may be times when a portion of the investment

portfolio of the Scheme is not compliant either with the

investment policy or the minimum investment criteria of the

assigned ‘category’. This non-compliance may be due to

various reasons including, adverse market conditions,

liquidity constraints or investment – specific issues.

Investors are advised to study the latest Fund Manager

Report specially portfolio composition and Financial

Statements of the Scheme to determine what percentage of

the assets of the Scheme, if any, is not in compliance with the

minimum investment criteria of the assigned category. The

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latest monthly Fund Manager Report as per the format

prescribed by Mutual Funds Association of Pakistan

(MUFAP) and financial statements of the Scheme are

available on the website of the Management Company and

can be obtained by calling / writing to the Management

Company.

3. OPERATORS AND PRINCIPALS

3.1 Management Company

3.1.1. Organization

Al Meezan Investment Management Limited ("Al Meezan

Investments") is an Investment Advisory and Asset Management

Company licensed under the Non-Banking Finance Companies

(Establishment and Regulation) Rules, 2003. Al Meezan

Investments was formed in 1995 and has a successful track record

of two decades of managing mutual funds.

As a Shariah Compliant investment solutions provider, Al

Meezan Investments has kept up with expectations. Al Meezan

Investments has been able to successfully launch and manage 13

mutual funds including a Pension Fund. The Mutual Funds

currently under management include. Al Meezan Mutual Fund

(AMMF), Meezan Islamic Fund (MIF), Meezan Balanced Fund

(MBF),Meezan Islamic Income Fund (MIIF), Meezan Cash Fund

(MCF), Meezan Sovereign Fund (MSF), KSE Meezan Index

Fund (KMIF), Meezan Financial Planning Fund of Funds

(MFPF), Meezan Gold Fund (MGF), Meezan Asset Allocation

Fund (MAAF), Meezan Strategic Allocation Fund (MSAF) and

recently launched Meezan Energy Fund (MEF) while the Pension

Fund is Meezan Tahaffuz Pension Fund (MTPF).). All these

funds are among the best performing funds in their respective

categories.

Al Meezan Investments has been assigned Management Quality

Rating of AM1 by JCR (VIS) Credit Rating Agency which

denotes ‘High Management Quality’ rating.

Principal Shareholders

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The current shareholding structure of Al Meezan Investments is

as follows:

Shareholding of Al Meezan

Investments

Shareholding

(%) Paid up capital (Rs mn)

Meezan Bank Limited 65 325.00

Pakistan Kuwait Investment

Company 30 150.00

Employees 5 25.00

Total 100 500.00

Al Meezan Investments enjoys a strong backing from its group

companies i.e. Meezan Bank Limited, the premier Islamic bank

of Pakistan, and Pakistan Kuwait Investment Company (Pvt.)

Limited.

3.2. Board of Directors of the Management Company

S.No. Name of Director Directorship in other Companies

1. Mr. Ariful Islam, Chairman

Atlas Battery Limited Meezan Bank Limited

2. Mr. Mohammad Shoaib, CFA

None

3. Mr. P. Ahmed

None

4. Mr. Tasnimul Haq Farooqui

None

5. Mr. Mazhar Sharif

The General Tyre & Rubber Co. of Pakistan Limited Pak-Kuwait Takaful Company Limited

6. Syed Amir Ali None

7. Syed Amir Ali Zaidi None

8. Mr. Moin M. Fudda Wyeth Pakistan Limited (listed) Pakistan Stock Exchange Central Depository Company of Pakistan Limited IT Minds Limited

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Mr. Ariful Islam – Chairman

Mr. Ariful Islam has been a Director of Meezan Bank since 1999

when he joined the bank as its first Chief Operating Officer. He

is presently the Bank’s Deputy CEO and an Executive Board

member. He is a member of the Risk Management Committee of

the Board as well as a member of several Management

Committees of the Bank.

Mr. Ariful Islam is an Associate Member of the Institute of

Chartered Accountants in England and Wales as well as a Fellow

Member of the Institute of Chartered Accountants in Pakistan. He

has over 30 years of banking experience and has held several

senior management positions including Executive Vice President

& Regional Manager South at Faysal Bank Limited and Senior

Executive Vice President & Head of Investment Banking at MCB

Bank Limited.

Mr. P. Ahmed

Mr. Ahmed has valuable experience in the Insurance sector

having worked with State Life Insurance Corporation of Pakistan,

American Life Assurance Company Limited and NJI Life

insurance Company Limited. During his association at PQTL, he

launched Pakistan’s first Family Takaful Company and was

instrumental in establishing its infrastructure with the state of the

art technology in Penta Takaful. He is currently an Executive

Director at Indus Hospital, Karachi. Mr. Ahmed did his MBA

with major in Finance and Marketing and also holds a Post

Graduate Diploma in Islamic Banking and Finance.

Mr. Abdullah Ahmed Muhammad

Mr. Muhammad Abdullah Ahmed joined Meezan Bank in July

2005. He has over 20 years of banking & treasury dealing room

experience. Joining Bank of America NA, Pakistan in 1995 as a

trainee trader, he quickly rose to the post of Assistant Vice

President, treasury in 1999. Consequently, he moved over to

Pakistan Institute of Corporate Governance

9. Mr. Atif Azeem None

10. Mr. Abdullah Ahmed Mohammad None

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National Bank of Pakistan, where he was responsible for the

restructuring of the inter-bank FX desk; his last position being

Chief Inter-bank FX Trader. His previous assignment before

joining Meezan Bank was as Treasurer of KASB Bank Ltd.

Mr. Abdullah has a bachelors (major-finance) and masters

(major-marketing) in business administration from the Institute of

Business Administration, University of Karachi. He obtained his

fellowship from the Association Cambiste International

(Financial Markets Association) Institute, Paris in financial

markets trading, with specialization in futures, options, and repos

in 1999. He is also a certified Financial Risk Manager (FRM)

from the Global Association of Risk Professionals (GARP), USA.

Mr. Abdullah is an active member of the local Financial Markets

Association of Pakistan (FMAP). He was elected to the executive

committee as office bearer in 2000, 2008 and 2009; his last office

being the General Secretary of the FMAP for the year 2009-2012.

He is currently member of the Pakistan Banks Association (PBA)

sub-committee on Treasury and Capital Markets since 2010 and

the technical committee of the Financial Markets Association of

Pakistan since 2012.

Syed Amir Ali

Mr. Amir Ali is a Chartered Accountant holding three gold

medals from the Institute of Chartered Accountants of Pakistan.

He also holds charter from the Institute of Chartered Accountants

in England & Wales (UK), the Association of Chartered Certified

Accountants (UK), and the CFA Institute (USA) along with

holding a Master’s degree with a gold medal in Business

Administration.

Amir joined Meezan Bank in late 2006 and it was under his

leadership that the Management decided to set up a dedicated

Investment Banking department at Meezan Bank. As Head of

Investment Banking, Amir has been the driving force in devising

complex structures for Investment Banking transactions. His

remarkable knowledge of finance & accounting, corporate & tax

laws and Shariah principles are the core elements behind the

Investment Banking department’s landmark performance. Amir

has assumed the office of Head of Corporate & Investment

Banking Group in March 2013.

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Prior to joining Meezan Bank, he was serving as the Head of

Treasury and then as Financial Controller at Pakistan Refinery

Limited. He has also had the opportunity to work as a Business

Control Analyst for Shell Companies Pacific Islands Limited.

Mr. Atif Azim

Mr. Atif Azim is currently Chief Executive Officer of

VentureDive Pvt. Ltd since January 2014. He is also Co-Founder

and was part of Executive Board of the same company. Before

VentureDive Pvt. Ltd, Mr. Atif Azim has an extensive experience

of working abroad in companies such as Cisco Systems and

Brience Inc. He was also Co-Founder of Perfigo, San Francisco

which was later acquired by Cisco Systems. He also served as a

Senior Consultant in KPMG Consulting, San Francisco in 2000-

01.

Mr. Atif Azim did his B.Sc. Electrical Engineering from Imperial

College of Science and Technology, London and M.Sc. Electrical

Engineering and Computer Science from Stanford University,

USA.

Mr. Tasnim ul Haq Farooqui

Mr. Farooqui is L.L.M. (1986) from Karachi University. He is

also DAIBP, Member Sindh Bar Council, and Fellow of Institute

of Corporate Secretaries of Pakistan.

He joined Meezan Bank in January, 2010 as Head of Legal and

was co-opted as Company Secretary by the Board of Meezan

Bank in October, 2010. He also serves as Director of the Board at

al-Meezan Investment Management Ltd.

Mr. Farooqui served in Habib Bank Limited for a period of

around three years. Later he joined Pak Kuwait Investment

Company (Pvt) Ltd. in March 1980. His last designation with Pak

Kuwait in 2009 was SVP/Head of Credit Administration Dept.

Mr. Moin M. Fudda

Mr. Fudda is the Honorary Consul General of New Zealand in

Pakistan. Prior to joining CIPE, Mr. Fudda served as Managing

Director of the Karachi Stock Exchange. During that period, he

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also served simultaneously as Chairman, National Clearing and

Settlement Company, Director, Central Depositary Company and

National Commodity Exchange. He was also elected as Chairman

of the Task Force on Corporate Governance for the Federation of

European and Asian Stock Exchanges (FEAS). Currently he

serves as Director of Pakistan Stock Exchange Limited, Central

Depository Company of Pakistan Limited, Wyeth Pakistan

Limited, IT Minds Limited and Pakistan Institute of Corporate

Governance. Mr. Fudda holds an MBA in Insurance and Risk

Management from the prestigious St. Jones University, New

York and a B.S. in Insurance and Economics from The RCD

College of Insurance – Tehran

Mr. Mazhar Sharif

Mr. Mazhar, Head of Compliance at PKIC, is FCA, a Fellow

Member of the Institute of Chartered Accountant of Pakistan and

has more than 14 years of work experience in the financial sector.

He has also worked with A.F. Ferguson & Co – Chartered

Accountants. Mr. Mazhar has been representing PKIC on various

forums, and boards as nominee director.

Syed Amir Ali Zaidi

Mr. Zaidi has over 20 years’ experience in Capital Markets and

currently serves as Senior Vice President in Capital Markets

Department of Pak Kuwait Investment Company (Pvt.) Limited.

He has previously worked with Taurus Securities Limited and A.

F. Ferguson and Co., Chartered Accountants. Mr. Zaidi has an

MBA from IBA (Institute of Business Administration) in Human

Resources & Finance and also holds a LLB (Bachelor of Laws)

degree.

Mr. Mohammad Shoaib, CFA – Chief Executive

Mr. Shoaib has over 25 years’ experience of managing

investment portfolios and is a founding member of the CFA

Association of Pakistan (CFAAP). He was the first president of

the aforementioned organization. He currently serves on some of

the global committees of CFA Institute including Executive

Committee of GIPS and CFA Institute Annual Conference

Committee. Outside CFA Institute, he has been on several

committees for the State Bank, SECP, Institute of Capital Markets

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in Pakistan and served as the Chairman and Director on the Board

of Mutual Funds Association of Pakistan (MUFAP).

3.2.1. Profile of the Management

Mr. Mohammad Shoaib, CFA –Chief Executive

Please see background given above in particulars of Directors

Mr. Muhammad Asad – Chief Investment Officer

Mr. Asad is primarily responsible for active asset allocation and

investment strategy for the funds managed by Al Meezan

Investments. He has more than 21 years of work experience in the

financial sector working with leading local and multinational

companies like State Life Insurance Corporation of Pakistan,

Metropolitan Bank Limited, ANZ Grindlays Bank, and A.F.

Ferguson & Company. He plays a critical role in the execution of

the company’s investment strategy. Mr. Asad is required to use

his expertise in management of mutual funds managed by Al

Meezan Investments, which essentially requires continuous

monitoring of investments.

Mr. Asad is an MBA in Finance & Banking from IBA as well as

clearing CFA Level II. He is also a Fellow of Life Management,

Life Insurance (FLMI). He has also been a visiting faculty

member at IBA and Bahria University.

Mr. Asad also served as a nominee director on the board of Al

Meezan Mutual Fund Limited while he was also the trustee of Al

Meezan Investments’ Provident Fund and Gratuity Fund. He is

also an active member of Investment Committee.

Mr. Syed Owais Wasti – CFO & Company Secretary

Mr. Owais is an associate member of Institute of Cost &

Management Accountants of Pakistan (ICMA). Prior to joining

Al Meezan Investments, Mr. Wasti also served at JS Investments

Limited (formerly JS ABAMCO Limited) as Chief Financial

Officer and Company Secretary. He also worked with Jahangir

Siddiqui & Co. Limited in Equity Operations. He has an overall

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experience of over 23 years. At Al Meezan Investments, he is the

Chief Financial Officer & Company Secretary.

Mr. Syed Hussain A. Naqvi- Head of Special Projects

Mr. Hussain A. Naqvi, carries over 18 years of familiarity with

Mutual Fund Industry, where he has imparted his services to the

leading Asset Management Companies of Pakistan.

Prior to joining Al Meezan Investment Management Limited as

Executive Vice President-Special Projects, he was functional

with NBP Fullerton Asset Management Limited as Chief

Operating Officer. He also served as Chief Executive Officer of

PICIC Asset Management Limited after taking over the same by

NIB Bank Limited.

Prior to this, he has been associated with the companies like Atlas

Asset Management Limited and National Investment Trust

Limited, where he has served on higher management position and

was nominated as the director on the board of various listed

companies.

Mr. Naqvi also served as Assistant Manager Audit and has been

associated with Ernst & Young Chartered Accountants.

Mr. Muhammad Rashid Zafer - Head of Internal Audit &

Compliance

Mr. Muhammad Rashid Zafer is a chartered accountant from the

Institute of Chartered Accountants of Pakistan and has also done

Post Graduate Diploma in Islamic banking and finance. He joined

Al Meezan Investment Management Limited in June 2014, as

Head of Internal Audit and Compliance. He has previously

worked with Sui Southern Gas Company Limited, Central

Depository Company of Pakistan Limited and A.F.Ferguson &

Co. He has over 11 years of post-qualification experience in the

areas of financial reporting, operations, compliance and internal

controls.

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Mr. Abdul Rub Khan - Head of Human Resources

Mr. Abdul Rub is responsible for developing and implementing

effective HR management strategies. He holds an MBA degree in

the field and also possesses a Diploma in Management Sciences

from the United Kingdom. He has over 12 years of experience in

Human Resource management with leading local and

multinational companies.

Mr. Muhammad Faisal Hafeez – Head of Operations

Mr. Faisal Hafeez is our Head of Operations. He is a member of

the Institute of Chartered Accountants of Pakistan (ICAP). He has

over 17 years of diverse experience in the fields of Audit, Tax and

Finance with leading institutions like A. F. Ferguson and Co. Pak

Kuwait Takaful Company Limited and KPMG Taseer Hadi & Co.

Mr. Syed Khurram Ali Naqvi – Head of Information Technology

Mr. Khurram holds a Masters Degree in Statistics and has earned

Claritas Investments Certificate by CFA Institute USA, ITIL V3

Foundation, Certified Information System Auditor (CISA) and

Microsoft Certified Systems Engineer (MCSE).He has 15 years’

experience of working in the financial sector at Systems

Administration and Management levels. His last assignment was

at PICIC as IT Auditor and he has also been associated with

Meezan Bank and Pak Kuwait Investment Company in the past.

At Al Meezan Investments he is responsible for overall

management of IT department; he is also responsible for

alignment of IT strategy with business direction, providing

security architecture to maintain integrity of Al Meezan

Investments’ data, and responsible for designing of systems of

internal control that provide reasonable assurance that any

undesired event will be prevented or detected and corrected in a

timely manner.

Mr. Talha Anwar - Head of Sales & Marketing

Mr. Talha is our Sales & Marketing Head. He is responsible for

developing and implementing the sales and marketing strategies.

He has over 15 years of experience in Sales and Marketing Prior

to joining Al Meezan Investments, Mr. Talha has worked with

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leading advertising agencies and other financial institutions. He

holds an MBA (Marketing) along with M.Com and has done

certifications like CIBE (Certificate of Islamic Banking &

Finance) and CFA Claritus Investment Certificate.

3.2.2. Profile of the Shariah Advisor:

Meezan bank is providing Shariah Advisory services to Al

Meezan and has appointed Dr. Imran Usmani sb to represent it as

the Shariah advisor on behalf of the bank.

Meezan Bank is the 8th largest bank in Pakistan and the leading

Islamic bank of the country. The Bank provides a comprehensive

range of Islamic banking products and services through a retail

banking network of more than 570 branches supported by a

countrywide network of over 545 ATMs, Visa & MasterCard

Debit cards, a 24/7 Call Center, Internet Banking and Mobile

Banking facility.

Meezan Bank has consistently been recognized as the Best

Islamic Bank in Pakistan by numerous local and international

institutions, which is a testimony of the Bank’s commitment to

excellence. These institutions include Islamic Finance News -

Malaysia, Global Finance magazine - New York, Asset AAA -

Hong Kong, Asiamoney – Hong Kong, The Banker – United

Kingdom, South Asian Federation of Accountants, Islamic

Finance Forum of South Asian Awards, Pakistan Banking

Awards – Dawn & IBP Pakistan, Employers Federation of

Pakistan and CFA Association - Pakistan.

The JCR-VIS Credit Rating Company Limited, an affiliate of

Japan Credit Rating Agency, Japan has reaffirmed the Bank’s

long-term entity rating of AA (Double A) and short-term rating

at A1+ (A One Plus) with stable outlook. The rating indicates

sound performance indicators of the Bank. Meezan Bank is the

only Islamic bank with AA credit rating in the Islamic banking

industry in Pakistan.

3.2.3.Performance of Listed Associated Companies

MEEZAN BANK LIMITED

CY16 CY15 CY14 CY13 CY12 CY11 CY10

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Paid-up Capital (PKR Million) 10,027 10,027 10,027 10,027 9,034 8,030 6,983

Equity (PKR Million) 28,149 25,557 23,275 17,908 15,494 13,324 10,740

Total Assets (PKR Million) 657,767 531,850 437,510 329,725 274,437 200,550 154,752

Deposits (PKR Million) 564,024 471,821 380,422 289,811 230,426 170,030 131,070

Net Profit (PKR Million) 5,562 5,023 4,570 3,957 3,508 3,391 1,649

Earnings per Share (PKR) 5.55 5.01 4.56 3.95 3.5 3.75 2.05

PAKISTAN KUWAIT INVESTMENT COMPANY (PVT.) LIMITED

CY16 CY15 CY 14 CY 13 CY12 CY11 CY10

Paid-in-capital (PKR Million) 6,000 6,000 6,000 6,000 6,000 6,000 6,000

Reserves (PKR Million) 6,876 5,749 5,200 3,553 4,170 3,675 3,422

Total Equity (PKR Million) 22,822 19,727 18,512 15,680 10,170 9,675 9,422

Total Assets (PKR Million) 28,941 28,367 24,634 22,291 26,626 20,807 22,898

Net Profit After Tax (PKR Million) 3,452 1,829 2,678 2,359 856 613 537

THE GENERAL TYRE & RUBBER CO. OF PAKISTAN LIMITED

CY16 CY15 CY 14 CY 13 CY12 CY11 CY10

Share capital (Rs. million) 598 598 598 598 598 598 598

Un-appropriated profit (Rs. million) 2,352 1,760 1,433 1,196 926 872 733

Shareholders' equity (Rs. million) 2,950 2,358 2,031 1,794 1,524 1,470 1,331

Operating Fixed assets - at cost (Rs.

million) 4,759 4,197 4,003 3,894 3,585 3,578 3,444

Profit/ (Loss) after taxation (Rs.

million) 1,032 733 514 396 203 259 218

3.3. Existing Schemes under Management and their performance

AL MEEZAN MUTUAL FUND (AMMF)

a) AMMF is the first mutual fund that was launched in May 1996

from the platform of Al Meezan Investments as a close ended

fund with a paid up capital of PKR 250 million.

b) The Fund was successfully converted from closed end fund to

open end fund on August 5th 2011.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

The performance of AMMF is summarized as follows:

MEEZAN ISLAMIC FUND (MIF)

a) MIF is the largest open end equity fund in the private sector. It is

a Shariah compliant equity fund.

b) MIF was launched with a seed capital of PKR 520 million in

August 2003.

The performance of MIF is summarized as follows:

HY 17 FY 16 FY15 FY14 FY13 FY12 FY11 FY10 FY09 FY08 FY07 FY06

Investment

Income

(PKR

Million)

1,309 866 611 716 792 357 393.2

9

397.3

9

(543.5

6)

38.61

5

594.6

74

497.0

46

Profit /

(Loss)

(PKR

Million)

1,321 741 562 652 711 315 359.7

3

356.1

1

(575.1

8)

(11.5

3)

546.7

6

440.2

0

Earnings/

(Loss) Per

Unit (PKR)

8,176 2.46 2.28 3.18 5.22 2.37 2.62 2.59 (4.18) (0.08) 4.57 3.68

Net

Assets(PKR

Million)

25 5,418 4,007 2,847 2,190 1,681 1,707 1,403 1,174 1,906 2,219 2,029

Total

Return on

AMMF (%)

24 16 22 30 51 19 38 31.23 (31.67

)

(0.59) 26.99 28.37

Benchmark

(%)

- 16 20 30 54 13.57 43.66 36.87 -35.44 0.92 17.16 25.39

Cash

Dividend

(%)

- 8.2 6.8

3.1.1 21 18.5 - 10.00 25.00 30.00

Stock

Dividend

(%)

- - 24 35 20 5 10 - 15 15.00 -

HY17 FY16 FY15 FY14 FY13 FY12 FY11 FY10 FY09 FY08 FY

07

FY06

Investment Income

(PKR Million)

8,739 5,329 3,920 3,155 3,161 1148 1262 1,243 (1,675) 107 1,0

53

748

Profit / (Loss) (PKR

Million)

8,742 4,836 3,879 3,178 3,204 1,015 1,077 1,212 (1,564) 528 880 868

Net Assets (PKR

Million)

46,924 32,554 27,403 16,62

2

9,476 5,343 4,497 3,966 3,737 6,034 3,6

79

3,200

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

KSE MEEZAN INDEX FUND (KMIF)

a) KMIF is the only Shariah compliant index tracker fund in

Pakistan.

b) It was started with Pre-IPO capital of PKR 201 million in May

2012 with an offering price of PKR 50 per unit.

c) KMIF tracks the KSE Meezan Index 30 (KMI 30).

HY17 FY16 FY15 FY14 FY13 FY12

Investment Income/(Loss) (PKR Million) 209 118 218 253 182 (4.73)

Profit / (Loss) (PKR Million) 200 105 169 222 299 (6.9)

Net Assets (PKR Million) 1,097 881 1,159 1,176 901 289

Total Return on KMIF (%) 22.3 13.0 17.10 26.5 49.64 -2.34

Benchmark (%) 23.6 15.5 20.10 29.9 54.4 -1.9

Cash Dividend / Bonus Units (%) - 4.70 3.70 19.60 31

MEEZAN ISLAMIC INCOME FUND (MIIF)

a) MIIF was the first Shariah compliant Income fund in Pakistan.

The Fund was launched in January 2007.

b) MIIF was launched with a seed capital of PKR 115 million.

c) MIIF invests in Sukuks, Islamic bank deposits and other

certificates of Islamic investment based on various structures.

Total Return on

MIF (%)

26 17 22 29 51.00 19 39 31 (30) 0 29 30

Benchmark (%) 24 16 20 30 54.00 14 44 37 -35 1 17 25

Cash Dividend /

Bonus Units (%)

- 5.90 4.40 15.3 35.00 16.5 20.00 18.00 - 20.00 31.

20

35.00

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

d) MIIF has a fund stability rating of A-(f) assigned by JCRVIS

Credit Rating Agency.

HY17 FY16 FY15 FY14 FY13 FY12 FY11 FY10 FY09 FY08 FY07

Investment Income (PKR

Million) 384

648 638 510 269 169 367 421 539 594 93

Profit / (Loss) (PKR

Million) 238

321 321 485 289 92 308 289 493 558 135

Net Assets (PKR Million) 9,436 9,051 4,263 4,918 2,645 1,209 2,542 3,394 4,873 5,737 3,123

Total Return on MIIF (%) 5.13 5.76 8.15 11.90 14.45 7.81 11.8 7.31 10.15 9.28 10.07

Benchmark (%) 2.90 3.49 5.04 5.38 5.54 6 5.90 5.75 6.54 5.75 4.66

Cash Dividend / Bonus

Units (%) -

5.00 6.80 11.56 13.50 7.94 12.50 6.27 9.54 9.20 4.40

MEEZAN CASH FUND (MCF)

a) MCF is the first Shariah compliant Money Market fund in

Pakistan. The Fund was launched in June 2009.

b) MCF was launched with a seed capital of PKR 100 million

c) MCF invests in government securities and double A (AA)

and above rated instruments with maximum maturity of 6

months.

d) MCF has a fund stability rating of AA (f) assigned by

JCRVIS Credit Rating Agency.

HY17

FY16

FY15 FY14 FY13 FY12 FY11 FY10 FY09

Investment Income (PKR Million) 102 301 350 481 676 826 720 373 2

Profit / (Loss) (PKR Million) 82 102 236 380 569 708 623 419 2

Net Assets (PKR Million) 3,607 3432 7,618 3,049 6511 7,419 5,956 5,224 624

Total Return on MCF (%) 4.63 4.59 7.46 7.08 8.78 10.55 11.03 10.10 8.08

Benchmark (%) 3.23 4.49 6.24 6.55 6.91 8.13 8.24 7.50 7.60

Cash Dividend / Bonus Units (%) - 2.25 7.4 6.84 8.48 10.14 10.51 9.88 0.30

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

MEEZAN SOVEREIGN FUND (MSF)

a) MSF is a Shariah Compliant (Islamic) Income Fund. The

Fund was launched in February 2010.

b) MSF seeks maximum possible preservation of capital and

a reasonable rate of return via investing primarily in

Government Securities.

c) MSF invests in high grade and liquid avenues with

minimum 70% investment in government backed /issued

AAA securities as well as placement in top rated banks.

d) MSF has a fund stability rating of AA (f) assigned by

JCRVIS Credit Rating Agency.

MEEZAN TAHAFUZZ PENSION FUND (MTPF)

a) MTPF is a Shariah Compliant Pension Fund. The Fund was

launched in June 2007.

b) MTPF seeks to provide participants with a regular Halal income

stream after retirement/disability when they can no longer earn

regular income to support their living.

HY 17 FY 16 FY15 FY14 FY13 FY12 FY11 FY10

Investment Income (PKR Million) 392 610 1,097 1,981 2,011 2,090 784 24

Profit / (Loss) (PKR Million) 317 375 559 1,630 1,700 1,860 884 34

Net Assets (PKR Million) 9,169 7,945 8,657 20,281 19,654 19, 710 12,546 971

Total Return on MSF (%) 7.12 5.12 6.81 8.5 9.11 11.18 11.50 9.94

Benchmark (%) 4.35 4.49 6.24 6.55 6.91 8.1 8.20 7.45

Dividend – Bonus Units (%) - - - 7.38 8.80 10.72 11.03 3.6

Cash Dividend (%) - 4.5 6.8

HY17 FY16 FY15 FY14 FY13 FY12 FY11 FY10 FY09 FY08

Investment Income (PKR

Million) 1,218

796 670 431 298 83 86 43 -5 15

Profit / (Loss) (PKR Million) 1,133 731 684 469 356 96 80 38 -8 11

Net Assets (PKR Million) 8,254 6,550 4,477 2,883 1747 868 416 277 193 181

Total Return on MTPF –

Equity (%) 24.4

18.10 26.6 32.4 54.9 16.8 36.0 31.66 -

25.77

3.20

MTPF – Debt (%) 5.9 4.5 6.4 7.7 8.3 9.5 10.87 9.08 10.15 8.56

MTPF – MMKT (%) 4.7 4.0 6.9 6.9 7.8 10.9 10.73 8.22 11.11 7.94

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

*Performance start date of August 04, 2016

MEEZAN FINANCIAL PLANNING FUND OF FUNDS (MFPF)

a) MFPF is an open-end Shariah Compliant Fund of Funds. The

Fund was launched in April 2013.

b) MFPF aims to generate return on investment as per the respective

allocation plan by investing in Shariah Compliant Fixed Income

and Equity Mutual Funds in line with the risk tolerance of the

Investor.

HY17 FY16 FY15 FY14 FY13 (80

DAYS)

Investment Income (PKR Million) 1,824 1,068 249 131 27

Profit / (Loss) (PKR Million) 1,821 1,061 239 138 41

Net Assets (PKR Million) 13,874 11,332 5,586 926 699

Total Return on MFPF – AGG (%) 18.70 13.30 16.50 22.10 9.00

Total Return on MFPF – CON (%) 8.60 8.70 10.10 12.60 3.80

Total Return on MFPF – MOD (%) 13.50 11.30 13.60 17.30 6.50

Total Return on MFPF – MAAP I (%) 21.40 11.70 - - -

Total Return on MFPF - MAAP II (%) 20.60 14.80 - - -

Total Return on MFPF - MAAP III (%) 20.70 13.50 - - -

Total Return on MFPF - MAAP IV (%) 18.90 0.70 - - -

Bench Mark of MFPF - AGG (%) 16.10 11.7 15.10 21.70 7.90

Bench Mark of MFPF – CON (%) 6.50 6.70 8.60 11.20 3.60

Bench Mark of MFPF – MOD (%) 12.90 10.0 12.90 18.20 6.20

Bench Mark of MFPF - MAAP I (%) 20.40 14.90 - - -

Bench Mark of MFPF - MAAP II (%) 19.80 18.30 - - -

Bench Mark of MFPF - MAAP III (%) 20.00 17.10 - - -

Bench Mark of MFPF - MAAP IV (%) 18.30 0.20 - - -

Dividend (cash/Bonus) MFPF - AGG (%) - 12.00 - 8.50 3.40

Dividend (cash/Bonus) MFPF – CON (%) - 12.50 - 4.10 1.20

Dividend (cash/Bonus) MFPF – MOD (%) - 11.80 - 7.80 3.30

Dividend (cash/Bonus) MFPF - MAAP I (%) - 3.60 - - -

Dividend (cash/Bonus) MFPF - MAAP II (%) - 5.30 - - -

Dividend (cash/Bonus) MFPF - MAAP III (%) - 5.40 - - -

Dividend (cash/Bonus) MFPF - MAAP IV (%) - 3.90 - - -

MEEZAN BALANCED FUND (MBF)

a) MBF was the leading Islamic closed end balanced scheme, which

converted into open ended scheme on July 01, 2013.

MTPF – Gold (%)* -11.9 - - - - - - - - -

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

b) MBF aims to provide investors, RIBA Free, stable and regular

income from a diversified portfolio of equity securities and

Islamic income instruments.

MBF HY17

FY16

FY15 FY14 FY13

Investment Income (PKR Million) 898 638 439 450 388

Profit / (Loss) (PKR Million) 893 515 434 407 323

Net Assets (PKR Million) 7,092 4,708 3,383 1,930 1,747

Total Return on MBF (%) 15% 12% 16% 20 32%

Benchmark (%) 14% 10% 13% 18 30%

Cash Dividend (%) - 6% 8% - 15%

Stock Dividend (%) - - - 22.50% -

MEEZAN GOLD FUND (MGF)

a) MGF was launched on August 13, 2015.

b) MGF aims to provide maximum exposure to prices of Gold in a

Shariah Compliant (Islamic) manner, by investing a significant

portion of the Fund’s net assets in deliverable gold based

contracts available on Pakistan Mercantile Exchange (PMEX).

MGF HY17 FY16

Investment Income (PKR Million) (38) 24

Profit / (Loss) (PKR Million) (42) 26

Net Assets (PKR Million) 378 321

Total Return on MGF (%) -10.1 10.5

Benchmark (%) -6.2 16.0

Cash Dividend / Bonus Units (%) - 1.4

Performance start date of August 13, 2015

MEEZAN ASSET ALLOCATION FUND (MAAF)

a) MAAF was launched on April 18, 2016.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

b) The objective of MAAF is to earn a potentially high return

through asset allocation between Shariah Complaint Equity

Instruments, Shariah Complaint Fixed Income Instruments,

Shariah Complaint Money Market Instruments and any other

Shariah Complaint Instruments as permitted by the SECP and

Shariah Advisor.

MAAF HF17 FY16

Investment Income (PKR Million) 152 11

Profit / (Loss) (PKR Million) 157 12

Net Assets (PKR Million) 934 460

Total Return on MAAF (%) 20.3 2.8

Benchmark (%) 19.1 5.0

Cash Dividend / Bonus Units (%) - 0.64

Performance start date of April 18, 2016

MEEZAN ENERGY FUND (MEF)

a) MEF was launched on November 30, 2016.

b) The objective of MEF is to seek long term capital appreciation

through investments in Shariah compliant equity stocks,

primarily from the energy sector / segment / industry, as defined

in the constitutive documents.

MEF HY17

Investment Income (PKR Million) 42

Profit / (Loss) (PKR Million) 47

Net Assets (PKR Million) 633

Total Return on MAAF (%) 8.1

Benchmark (%) 13.8

Cash Dividend / Bonus Units (%) -

Performance start date of November 30, 2016

MEEZAN STRATEGIC ALLOCATION FUND (MSAF)

a) MSAF is an open-end Shariah Compliant Fund of Funds. The

Fund was launched in October 19, 2016.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

b) The objective of MSAF is to earn potentially high returns through

investment as per respective Allocation Plans by investing in

Shariah Compliant Fixed Income / Money Market and Equity

based Collective Investment Schemes.

HY17

Investment Income (PKR Million) 221

Profit / (Loss) (PKR Million) 273

Net Assets (PKR Million) 3,305

Total Return on MSAP- I (%) * 10.8

Total Return on MSAP- II (%) ** 0.6

Bench Mark of MSAP- I (%) 11.6

Bench Mark of MSAP- II (%) 0.1

Dividend (cash/Bonus) MSAP- I (%) -

Dividend (cash/Bonus) MSAP- II (%) -

* Performance start date of October 19, 2016

** Performance start date of December 22, 2016

3.4. Role and Responsibilities of the Management Company

The Management Company shall manage, operate and

administer the Scheme in accordance with the Rules, the

Regulations and directives, circulars and guidelines issued by

SECP, Shariah Advisor and the Deed and this Offering

Document.

The Fund is based on the Shariah principals of “Wakala”, in

which the Management Company shall manage, operate and

administer the Scheme and Fund Property in the interest of the

Principal (Unit Holders) in good faith, and to the best of its

ability.

3.4.1. Administration of the Scheme

The Management Company shall administer the Scheme in

accordance with the Rules, the Regulations, the Deed and this

Offering Document, directives of the Shariah Advisor and the

conditions (if any), which may be imposed by the Commission

from time to time.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

3.4.2. Management of Fund Property

The Management Company shall manage the Fund Property in a

manner that ensures Shariah compliance and good faith in the

interest of the Unit Holders in good faith, to the best of its ability

and without gaining any undue advantage for itself or any of its

Connected Persons and group companies or its officers, and

subject to the restrictions and limitations as provided in the Deed

and the Rules and the Regulations. Any purchase or sale of

investments made under any of the provisions of the Deed shall

be made by the Trustee according to the instructions of the

Management Company in this respect, unless such instructions

are in conflict with the provisions of the Deed or the Rules and

Regulations. The Management Company shall not be liable for

any loss caused to the Trust or to the value of the Fund Property

due to elements or circumstances beyond its reasonable control.

The Management Company shall comply with the provisions of

the Regulations, the Deed and this Offering Document of the

Scheme for any act or matter to be done by it in the performance

of its duties and such acts or matters may also be performed on

behalf of the Management Company by any officer(s) or

responsible official(s) of the Management Company or by any

nominee or agent appointed by the Management Company and

any act or matter so performed shall be deemed for all the

purposes of the Deed to be the act of the Management

Company. The Management Company shall be responsible for

the acts and omissions of all persons to whom it may delegate

any of its functions, as if these were its own acts and omissions

and shall account to the Trustee for any loss in value of the Fund

Property where such loss has been caused by willful act and / or

omission or of its officers, officials or agents.

3.4.3. Appointment of Distributors

The Management Company, shall from time to time under

intimation to the Trustee appoint, remove or replace one or more

suitable persons, entities or parties as Distributor(s) for carrying

on Distribution Function(s) at one or more location(s) locally or

internationally. The Management Company may also itself act as

a Distributor for carrying on Distribution Functions and updated

list of distributors would be available on official website of the

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

Management Company.

The Management Company shall ensure, where it delegates the

Distribution Function, that:

(a) the Distributors to whom it delegates, have acquired

registration with the Mutual Funds Association of Pakistan

(MUFAP) as registered service providers and are abiding

by the Code of Qualification and Conduct and the Code of

Ethics for Registered Service Providers introduced by

MUFAP, as amended from time to time; and

(b) the written contracts with the Distributors clearly state the

terms and conditions for avoidance of frauds and sales

based upon misleading information.

3.4.4. Appointment of Investment Facilitator

The Management Company may, at its own responsibility & cost,

from time to time appoint Investment Facilitators to assist it in

promoting sales of Units. An update list of Investment Facilitators

appointed by the Management Company shall be made available

at all times on the websites of the Management Company.

The Management Company shall ensure, where it appoints the

Investment Facilitator, that:

a. the Investment Facilitator have acquired registration with

the Mutual Funds Association of Pakistan (MUFAP) as

registered service providers and are abiding by the Code of

Qualification and Conduct and the Code of Ethics for

Registered Service Providers introduced by MUFAP, as

amended from time to time; and

b. the written contract with the Investment facilitator clearly

states the terms and conditions for avoidance of frauds and

sales based upon misleading information

3.4.5. Maintenance of Accounts and Records

The Management Company shall maintain at its principal office,

complete and proper accounts and records to enable a complete

and accurate view to be formed of the assets and liabilities and

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

the income and expenditure of the Scheme, all transactions for the

account of the Scheme, amounts received by the Scheme in

respect of issue of Units, payments made from the Scheme on

redemption of the Units and by way of distributions and payments

made at the termination of the Scheme. The Management

Company shall maintain the books of accounts and other records

of the Scheme for a period of not less than ten years.

3.5. Maintenance of Unit Holders Register

3.5.1. A Register of Unit Holders may be maintained by the

Management Company itself or such other company, as

the Management Company may appoint after giving prior

notice to the Unit Holders.

3.5.2. The office of the Transfer Agent is located at Meezan

House, C-25, Estate Avenue, SITE, Karachi, where

Register of Unit Holder will be maintained.

3.5.3. Every Unit Holder will have a separate Registration

Number. The Management Company shall use such

Registration Number for recording Units held by the Unit

Holder. Unit Holder’s account identified by the

registration number will reflect all the transactions in that

account held by such Unit Holder.

3.5.4. Disclaimer

The Management Company shall not be under any liability except

such liability as may be expressly assumed by it under the Rules,

the Regulations and the Constitutive Documents, nor shall the

Management Company (save as herein otherwise provided) be

liable for any act or omission of the Trustee nor for anything

except for its own gross negligence or willful breach of duty and

the acts and omissions of all persons to whom it may delegate any

of its functions as manager as if they were its own acts and

omissions. If for any reason it becomes impossible or

impracticable to carry out the provisions of the Constitutive

Documents, the Management Company shall not be under any

liability therefore or thereby and it shall not incur any liability by

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

reason of any error of law or any matter or thing done or suffered

or omitted to be done in good faith hereunder.

3.6. Role of the Trustee

The trustee shall perform its role as specified in the Rules, the

Regulation and directives issued there under, this Deed and the

Offering Document.

The Trustee shall exercise all due diligence and vigilance in

carrying out its duties and in protecting the interests of the Unit

Holder(s). The Trustee shall not be under any liability on account

of anything done or suffered by the Trust, if the Trustee had acted

in good faith in performance of its duties under this Trust Deed

or in accordance with or pursuant to any request of the

Management Company provided it is not in conflict with the

provisions of the Deed, this Offering Document or the Rules and

Regulations. Whenever pursuant to any provision of this Offering

Document, any instruction, certificate, notice, direction or other

communication is required to be given by the Management

Company, the Trustee may accept as sufficient evidence thereof:

a document signed or purporting to be signed on behalf of

the Management Company by any authorized

representative(s) whose signature the Trustee is for the

time being authorized in writing by the Management

Committee to accept; and

any Instructions received online through the software

solution adopted by the Management Company/Trustee in

consultation with each other shall be deemed to be

instructions from the authorized representative(s)

The Trustee shall not be liable for any loss caused to the Fund or

to the value of the Fund Property due to any elements or

circumstances of Force Majeure

In the event of any loss caused due to any gross negligence or

willful act and/or omission, the Trustee shall have an obligation

to replace the lost investment forthwith with similar investment

of the same class and issue together with all rights and privileges

pertaining thereto or compensate the Trust to the extent of such

loss. However the trustee shall not be under any liability thereof

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

or thereby and it shall not incur any liability by reason of any error

of law or any matter or thing done or suffered or omitted to be

done in good faith hereunder.

3.6.1. Obligations under Regulations and Constitutive Document

The Trustee shall perform all the obligations entrusted to it under

the Regulations, circulars, directives, the Deed and this Offering

Document and discharge all its duties in accordance with the

Rules, Regulations, the Trust Deed and this Offering Document.

Such duties may also be performed on behalf of the Trustee by

any officer or responsible official of the Trustee or by any

nominee or agent appointed by the Trustee under intimation to the

Management Company. Provided that the Trustee shall be

responsible for the willful acts and omissions of all persons to

whom it may delegate any of its duties, as if these were its own

acts and omissions and shall account to the Trust for any loss in

value of the Fund Property where such loss has been caused by

negligence or any reckless willful act or omission of the Trustee

or any of its attorney (ies), or agents.

3.6.2. Custody of Assets

The Trustee has the responsibility for being the nominal owner

and for the safe custody of the assets of the Fund on behalf of the

beneficial owners (the Unit Holders), within the framework of the

Regulations, the Trust Deed and Offering Document issued for

the Fund.

3.6.3. Investment of Fund Property at direction of Management

Company

The Trustee shall invest the Fund Property from time to time at

the direction of the Management Company strictly in terms of the

provisions contained and the conditions stipulated in the Deed,

this Offering Document(s), the Regulations, circulars, directives

and the conditions (if any) which may be imposed by the

Commission from time to time.

3.6.4. Carrying out instructions of the Management Company

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The Trustee shall carry out the instructions of the Management

Company in all matters including investment and disposition of

the Fund Property unless such instructions are in conflict with the

provisions of the Deed, this Offering Document(s), the

Regulations, the Circulars and Directives of SECP or any other

applicable law.

3.6.5. Liabilities of the Trustee

The Trustee shall not be under any liability except such liability

as may be expressly assumed by it under the Rules, the

Regulations and/or the Deed, nor shall the Trustee (save as herein

otherwise provided) be liable for any act or omission of the

Management Company or for anything except for loss caused due

to its willful acts or omissions or that of its agents in relation to

any custody of assets of investments forming part of the Fund

Property. If for any reason it becomes impossible or impracticable

to carry out the provisions of the Deed the Trustee shall not be

under any liability therefor or thereby and it shall not incur any

liability by reason of any error of law or any matter or thing done

or suffered or omitted, to be done in good faith hereunder. The

Trustee shall not be liable for any loss caused to the Trust or to

the value of the Fund Property due to any elements or

circumstances beyond its reasonable control.

3.6.6. Disclaimer

The Trustee shall not be under any liability except such liability

as may be expressly assumed by it under the Rules and the

Regulations and the Deed nor shall the Trustee be liable for any

act or omission of the Management Company nor for anything

except for loss caused due to its willful acts or omissions or that

of its agents in relation to any custody of assets of investments

forming part of the Fund Property. If for any reason it becomes

impossible or impracticable to carry out the provisions of the

Deed, the Trustee shall not be under any liability therefore or

thereby and it shall not incur any liability by reason of any error

of law or any matter or thing done or suffered or omitted to be

done in good faith hereunder.

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3.7. Shariah Advisor

Management Company has appointed Meezan Bank Ltd as the

Shariah Advisor for the Fund. Profile of the Shariah Advisor is

detailed in clause 3.2.2 of this Offering Document.

The Shariah Advisor will be appointed under intimation to the

Trustee for a period of five years but may be reappointed on

completion of the term. The Management Company may at any

time, with prior notice to the Trustee and intimation to the

Commission, terminate the Agreement with the Shariah Advisor

by giving a notice as per the Agreement with the Shariah Advisor,

before the completion of the term, and fill the vacancy under

intimation to the Commission and the Trustee. Furthermore, the

Agreement entered into for the appointment of the Shariah

Advisor shall be furnished to the Commission.

3.7.1. Duties and Responsibilities of Shariah Advisor

The Shariah Advisor shall advise the Management Company on

matters relating to Shariah compliance and recommend general

investment guidelines consistent with Shariah. Any verdict issued

by the Shariah Advisor in respect of any Shariah related matter

would be final and acceptable to the Trustee, the Management

Company, the Unit Holders and other parties..

The Shariah Adviser shall do the research as appropriate on the

criteria followed by Islamic Unit Trusts all over the world for the

purpose of screening of investments. The Shariah Advisor will

then decide as to which screening criteria are relevant to be used

in the context of Pakistan’s capital markets and the instruments

available therein, and which need to be modified/added/deleted.

The Shariah Advisor shall provide technical guidance and support

on various aspects of Shariah, so as to enable the Management

Company to ensure the Fund is a Shariah Compliant.

The Shariah Advisor has certified that Investment Policy of the

Trust is compliant with the requirements of Shariah. However, in

case there is a requirement for any amendment, based on future

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research for purposes of increasing the Shariah acceptability of

the Investment Policy, permission for necessary amendments of

the Deed may be sought from the Commission.

The Management company shall determine an appropriate

percentage of income and cash flows included in the income and

cash flow of the companies in which the Unit Trust has invested

from activities not in accordance with the principles of the

Shariah, and get it approved by the Shariah Advisor All such

sums shall be donated after approval from the Shariah Advisor,

subject to the condition that such charity organization is not

related to the, Management Company or any of their employees.

At the end of each Annual Accounting Period or such other interval as

the Commission may require, the Shariah Advisor shall issue a Shariah

compliance certificate to the effect that all the business activities,

investments and operations of the preceding year’s or past operations of

the Fund are in conformity with principles of Shariah. This report shall

be included in the Annual reports or such other required reports of the

Fund.

3.8. Transfer Agent

The Management Company has appointed Meezan Bank Limited

("MBL"), having its office at Meezan House, C-25, Estate

Avenue, SITE, Karachi as the Transfer Agent of the Fund until

any further notice and intimation to the Trustee. The Management

Company will be responsible for maintaining the Unit Holder’s

Register, preparing and issuing account statements, Unit

Certificates and dividend warrants/advice and providing related

services to the Unit Holders.

3.9. Custodian

Central Depository Company of Pakistan Limited, the Trustee

will also be performing the functions of the custodian of the Fund

Property. The salient features of the custodial function are:

(a) Segregating all property of the Fund from Custodian’s own

property and that of its other clients.

(b) Assuring the smooth inflow/outflow of dematerialized

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securities and such other instruments as required.

(c) Ensuring that the benefits due on investments are received

and credited to the Fund’s account.

The Trustee may, in consultation with the Management

Company, from time to time, appoint, remove or replace one or

more Custodian(s) for performing the Custodian Function at one

or more locations, on terms and conditions to be agreed between

the Custodian and the Trustee and agreed by the Management

Company for the safe keeping of any portion of the Fund

Property.

3.10. Distributors/Facilitators

3.10.1. Parties detailed in Annexure C of this Offering Document

have each been appointed as Distributors to perform the

Distribution Functions at their Authorized Branches. The

addresses of these branches are given in Annexure C of this

Offering Document; these branches may be increased or

decreased by the Management Company from time to time. The

Management Company may, from time to time, appoint

additional Distributors (if they fulfill the requirement of

regulations) or terminate the arrangement with any Distributor

and intimate the Trustee and Commission accordingly. The

Management Company may itself perform the functions of a

Distributor either directly or through sub-distributors.

3.10.2. The Distributors will be responsible for receiving

applications for Purchase, Redemption, Conversion or Transfer

of Units etc. They will be interfacing with and providing services

to Unit Holders, including receiving applications for change of

address or other particulars or applications for issuance of

duplicate certificates, requests for income tax exemption or Zakat

exemption, etc. for immediate transmission to the Management

Company or Transfer Agent as appropriate for further action. The

Management Company shall remunerate the Distributors out of

its resources and/or from Sales Load.

3.10.3. The Management Company may, at its sole discretion, from

time to time, appoint Investment Facilitators (Facilitators). The

Facilitators’ function is to identify, solicit and assist investors in

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investing in the Fund. The Management Company shall

remunerate the Facilitators out of its resources and/or from Front-

end Load.

3.11. Auditors

M/s A.F. Ferguson and Co. Chartered Accountants

3.11.1. They will hold office until the transmission of the reports and

accounts, which will cover the period from commencement of the

Trust up to the end of the Accounting Period and will, afterwards,

be eligible for reappointment by the Management Company with

the concurrence of the Trustee. However, an auditor may be

reappointed for such terms as stipulated by the Regulations and/or

the Ordinance, as amended from time to time. The appointment

of Auditor and contents of the Auditor’s report shall be in

accordance with the provisions of the Rules and the Regulations.

3.11.2. The Auditors shall have access to the books, papers, accounts

and vouchers of the Trust, whether kept at the office of the

Management Company, Trustee, Custodian, Transfer Agent or

elsewhere and shall be entitled to require from the Management

Company, Trustee and their Directors, Officers and Agents such

information and explanations as considered necessary for the

performance of audit.

3.11.3. The Trustee shall be entitled to require the Auditors to

provide such further reports as may be agreed between the

Trustee and the Management Company as may be considered

necessary to facilitate the Trustee in issuing the certification

required under the Regulations.

3.11.4. The Auditors shall prepare a written report to the Unit

Holders on the accounts and books of accounts of the Trust and

the balance sheet, profit and loss account, cash flow statement and

statement of movement in Unit Holders’ Funds and on every

other document forming part of the balance sheet and profit and

loss account, including notes, statements or schedules appended

thereto.

3.11.5. The contents of the Auditors report shall be as mentioned in

the Regulations.

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3.12. Legal Advisors:

Bawanay & Partners (advocate and investment & corporate

advisors)

3.13. Bankers

1. Meezan Bank Ltd.

2. Al-Baraka Islamic Bank

3. Bank Islami Pakistan Ltd.

4. Dubai Islamic Bank

5. Askari Commercial Bank Ltd. (IBD)

6. Bank Al-Habib (IBD)

7. Bank Al-Falah Ltd. (IBD)

8. Bank of Khyber (IBD)

9. Faysal Bank - Barkat (IBD)

10. Habib Bank Ltd. (IBD)

11. Habib Metropolitan Bank (IBD)

12. MCB Bank (IBD)

13. National Bank of Pakistan (IBD)

14. Silk Bank - Emaan (IBD)

15. UBL - Ameen (IBD)

16. Summit Bank Limited (IBD)

*List of Bankers to the Fund may change from time to time as per the

discretion of the Management Company

3.13.1. Bank Accounts

(a) The Trustee, at the request of the Management Company, shall

open Bank Account(s) titled "CDC Trustee - Meezan

Dedicated Equity Fund " or any other account(s) as deemed

necessary, with abbreviated/facilitated titles for the Unit Trust

at designated Islamic Bank(s) or Islamic Window(s) of

Conventional Bank(s) inside or outside Pakistan, subject to the

relevant laws, Trust Deed, Rules and Regulations, for

collection, investment, redemption or any other use of the

Trust’s funds.

(b) The Management Company may also require the Trustee to

open Shariah compliant Bank Account(s) as Distribution

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Account(s) for dividend distribution out of the Unit Trust.

Notwithstanding anything in the Deed, the beneficial

ownership of the balances in the Accounts shall vest in the Unit

Holders.

(c) All bank charges for opening and maintaining Bank Accounts

for the Trust shall be charged to the Fund.

(d) All income, profit etc. earned in the Distribution Account(s),

including those accruing on unclaimed dividends, shall form

part of the Fund Property for the benefit of the Unit Holders

and shall be transferred periodically from the Distribution

Account(s) to the main Bank Account of the Trust.

(e) The amounts received from the Investors before the Initial

Period shall be deposited in a Bank Account of the Fund and

any income, profit etc earned and/or accrued on the investments

of that amount upto and including the day before the opening

of Initial Period shall not form part of the Fund Property and

shall be paid by the Management Company or the Trustee to

those Investors participated before the Offering Period, either

in cash or in additional Units as selected by those Investors, in

proportion of their investments.

(f) The Trustee shall, if requested by the Management Company at

its discretion also open a separate Account designated by the

Management Company. These account(s) may be used for the

purpose of collection of sale proceeds, where collections

received on account of subscription of Units by investors of

various unit trusts and the administrative plans that are

managed by the Management Company shall be held prior to

their being allocated and transferred to pertinent unit trust(s).

Such account(s) may also be used for temporary parking for the

purpose of redemption. Provided however, in relation to the

other unit trusts managed by the Management Company

mentioned above, there are similar provisions in the trust deeds

of such Funds and have Trustee as common between them, such

accounts shall be in the title of "CDC Trustee - Meezan

Dedicated Equity Fund " or CDC Trustee – Meezan

Funds”.

(g) All Bank Accounts shall require prior approval of the Shariah

Advisor

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3.14. Rating of the Scheme

The Management Company will be obliged to obtain a rating of

the Scheme, once the Scheme becomes eligible for rating as per

the criteria of the rating agency, and such rating shall be updated

at least once every Financial Year and also published in the

annual and quarterly reports of the Scheme as well as on the

Management Company’s website.

3.15 Minimum Fund Size

The fund will be exempt from any ‘Minimum Fund Size’

requirements in NBFC and Notified Entities Regulations 2008.

4. CHARACTERISTICS OF UNITS

4.1. Units

All Units and fractions thereof represent an undivided share in

the Fund and rank pari passu as to their rights in the net assets,

earnings, and the receipt of the dividends and distributions. Each

Unit Holder has a beneficial interest in the Fund proportionate to

the Units held by such Unit Holder. For the convenience of

investors, the Management Company may issue Units with

different options for different arrangements as chosen by the

investor from time to time, after seeking prior approval of the

Commission and amending this Offering Document.

4.2. Classes of Units

(a) Class "A" Units (Issued to Al Meezan), shall be issued to

the Plans /Fund of Funds Schemes Managed by Al Meezan

and may be charged a Front-end Load, at the discretion of the

Management Company. These Units may also subject to a

Back-end Load, as specified in Annexure B of this Offering

Document. (b) Class "B" Units (Issued to other AMCs) shall be issued to

the Plans/Fund of Funds Schemes of other Asset Management

Companies (AMCs) at the Offer Price, during the Initial

Offering Period, and may also subject to a Back-end

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Load/Contingent Load, as specified in Annexure B of this

Offering Document. Class "B" Units may also be offered after

the Initial Offering Period, at the discretion of the

Management Company and as per the terms and conditions of

this Offering Document

(c) Class "C" (Bonus Units): are the Bonus Units, which may

be issued to the Unit Holders in case of stock dividend from

time to time. These units shall not be charged with any Front-

end Load.

Back end Load being charged on any of the Class of Units mentioned

above is specified in Annexure “B” of this Offering document. The

Management may introduce additional type/class of Units from time to

time, subject to SECP’s prior approval.

4.3. Types of Units

An investor shall, at the time of opening an account, select the types(s)

of Unit(s) in which the investor wishes to invest, i.e. Growth Unit

and/or Income Unit.

4.3.1. Growth Units: The Unit value grows in line with the growth in

the NAV, an d the Unit Holders shall receive additional units at

prevailing price, after adjusting for taxes against cash dividend (if any)

at the time of distribution. The management company may also decide

to distribute income in the form of bonus units which shall be growth

units of the fund.

4.3.2. Income Units: The Unit value grows in line with the growth in

the NAV, and the Unit Holders shall receive distribution income in the

form of cash, if any distribution announced by the Fund. The

Management Company may also decide to distribute income in the

form of bonus units which shall be income units of the Fund.

4.3.3. In case Unit-Holders do not choose/specify the type of units at

the time of investment, they will be allocated growth units by default.

Unit Holders can switch from one type of Units to other at any time by

filling out the required application form available at all distribution

points.

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4.3.4. The Management may introduce additional type/class of Units

from time to time, subject to SECP’s prior approval.

4.4. Administrative Arrangement

4.4.1. The Management Company may offer any

Administrative arrangement over MDEF which

shall be governed by the Rules, the Regulations,

the Deed and this Offering Document or any

supplemental Deed or supplemental Offering

Document.

4.4.2. Details of any Administrative arrangement

launched over this Fund shall after prior consent of

the Trustee, approval of Shariah Advisor, and

approval of the Commission shall be disclosed

through a supplementary offering document

4.5. Purchase and Redemption of Units

(a) Units are purchased at the Offer Price and redeemed at the

Redemption Price at any of the Authorized Distribution Offices

during Business Hours on any Dealing Day in accordance with

the procedure set out in of this Offering Document.

(b) Units are issued after realization of subscription money.

(c) During the period the register is closed, the sale, redemption and

conversion of Units will be suspended.

(d) The Management Company may decline an applicant for issue

of Units if it is of the opinion that it will not be possible to invest

the substantial inflow of Funds or to meet any regulatory

requirements.

4.6. Procedure for Purchase of Units

4.6.1. Who Can Apply?

Only Fund of Funds schemes shall submit applications for the

Purchase of Units of the Fund.

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How can Units be purchased?

4.6.2. Account Opening Procedure

The procedure given below is designed for paper-based

transactions. The Management Company at a later date after

seeking approval of the Commission may introduce electronic/

Internet based options for the transactions.

(a) Before purchasing Units of the Fund an investor must open an

account with Management Company using the Account Opening

Form.

(b) In case of a Fund of Funds Scheme, the following documents

would be required,

(i) Duly certified copy of the memorandum and articles of

association/Trust Deed/ Charter/ Byelaws or rules and

regulations;

(ii) Duly certified copy of power of attorney and/or relevant

resolution of the board of directors delegating any of its

officers to invest the Funds and/ or to realize the Investment

and;

(iii) Duly certified copy of the Computerized National Identity

Card (CNIC) of the officer to whom the authority has been

delegated.

(iv) Duly certified copy of the Computerized National Identity

Card (CNIC) of all members of the Board of Directors,

Partners, and Trustees

(c) In case of existing Unit Holders, if any of the documents (in (a)

to (b) above) have previously been submitted with the

Management Company and/or Transfer Agent, fresh submission

of documents will not be required provided that submitted

documents are acceptable to Management Company. However,

the account number must be provided to facilitate linking.

Any change of name or address of any Unit Holder as entered in

the Register shall forthwith be notified in writing by relevant Unit

Holder to the Distribution Company or Transfer Agent.

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(d) The Distribution Company and/or Management Company will be

entitled to verify the particulars given in the Account Opening

Form. In case of any incorrect information, the application may

be rejected if the applicant fails to rectify the discrepancy.

(e) If subsequent to receipt of the application by the Distributor, but

prior to issue of the Units, the application is found by the

Registrar or the Distributor to be incomplete or incorrect in any

material manner, the Registrar or the Distributor will advise the

applicant in writing to remove the discrepancy, in the meanwhile

the application will be held in abeyance for fifteen days and in the

event the discrepancy is not removed in the said fifteen days, the

amount will be refunded without any interest or mark-up.

However, in the event Units have been issued and a material

discrepancy is discovered subsequent to that, the Registrar or the

Distributor will advise the applicant in writing to remove the

discrepancy within fifteen days and if the investor, in the opinion

of the Registrar, fails to remove the discrepancy without good

cause, the Units shall be redeemed at the Redemption Price fixed

on the date the Units are so redeemed. The Unit Holder shall not

be entitled to any payment beyond the redemption value so

determined.

(f) The Investor Account Opening Form can be lodged with any

Distributor or directly lodged with the Management Company.

No other person (including Investment Facilitators) is authorized

to accept the forms or payment.

(g) The Management Company will make arrangements, from time

to time, for receiving Account Opening Forms from outside

Pakistan and will disclose these arrangements through its website

and its Distributors and agents outside Pakistan.

4.6.3. Joint Application

Joint application shall not be allowed in this fund.

4.6.4. Purchase of Units

(a) After opening an account an account holder may purchase Units

of the Fund using the Investment Application Form attached to

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this Offering Document. Payment for the Units must accompany

the form.

(b) Application for Purchase of Units shall be made by completing

the prescribed Investment Application Form and submitting it to

the authorized branches of the Distributor or to the Management

Company together with the payment by cheque, bank draft, pay

order or online transfer as the case may be in favor of Trustee

Bank Account and crossed "Account Payee only" as specified

below;

Payment instrument for purchase of units shall be made in

favor of “CDC Trustee – Meezan Dedicated Equity Fund”

(c) The Management Company may also notify, from time to time,

arrangements or other forms of payment within such limits and

restrictions considered fit by it with the prior approval of

Commission.

(d) Applicants must indicate their account number in the Investment

Application Form except in cases where the Investor Account

Opening Form is sent with the Investment Application Form.

(e) The applicant must obtain a copy of the application signed and

stamped by an authorized officer of the Distributor

acknowledging the receipt of the application, copies of other

documents prescribed herein and the demand-draft, pay-order,

cheque or deposit slip as the case may be. Acknowledgement for

applications and payment instruments can only be validly issued

by Distributors.

(f) The Distribution Company and/or Management Company will be

entitled to verify the detail given in the Investment Form. In case

of any incorrect information, the application may be rejected if

the applicant fails to rectify the discrepancy (except for

discrepancy in payment instrument, in which case application will

be rejected immediately).

(g) The Management Company will make arrangements, from time

to time, for receiving Investment Request Forms and payments

from outside Pakistan and will disclose these arrangements

through its website and its Distributors and agents outside

Pakistan.

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4.6.5. Minimum Amount of Investment

Initially, Units shall be issued at Par Value of Rs.50/- with a

minimum investment size of Rs.5,000/- (Rupees Five Thousand

only) and thereafter the minimum amount for investment would

be of Rs.1,000 (Rupees One Thousand only) per transaction, at

applicable NAV or purchase price, other than reinvestment of

Dividend and Bonus Units. The Management Company reserves

the right to alter the minimum amounts stated hereinabove after

giving thirty days prior notice to the Unit Holders. However,

enhancement in current minimum monetary investments shall not

take effect retrospectively.

4.6.6. Determination of Purchase (Public Offer) Price

(a) Units offered during the Initial period will be as specified in

clause 1.6.

(b) After the Initial Period, the Purchase (Offer) Price for the Unit

offered through Public Offering, shall be determined from time to

time pursuant to the Sub clause (c) hereafter and shall be

announced by the Fund for Dealing Days during the period when

the Fund is open for subscription.

(c) The Purchase (Offer) Price shall be equal to the sum of:

(i) The Net Asset Value as of the close of the Business Day;

(ii) Any Front-end Load as disclosed in this Offering

Document.

(iii) Such amount as the Management Company may consider

an appropriate provision for Duties and Charges; and

(iv) Such amount as the Management Company may consider

an appropriate provision for Transaction Costs.

(v) Such sum shall be adjusted upward to the nearest paisa.

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If such price exceed or falls short of the current value of the

underlying assets by more than five percent based on information

available, the Management Company shall defer dealing and

calculate a new price and this new price would be applicable for

dealing of Units.

(d) The Purchase (Offer) Price so determined shall apply to purchase

requests, received by the Distributor or the Management

Company during the Business Hours on the Dealing Day on

which the completely and correctly filled purchase of Units

application form is received.

(e) The Purchase (Offer) Price determined by the Management

Company shall be made available to the public at the office and

branches of the Distributors and will also be published daily on

the Management Company’s and MUFAP’s website.

4.6.7. Allocation/ Issue of Units

(a) The Purchase Price determined shall apply to all Investment

Request Forms, complete in all respects, received by the

Management Company at its registered address or by the

Distributor at its Authorized Branch(s) during Business Hours on

that Dealing Day. Any Investment Request Forms received after

Business Hours will be transferred to the next Dealing Day.

(b) Units will be allocated at the Purchase Price as determined in

clause 4.6.6 above and issued after realization of Funds in the

bank account of the Fund.

(c) The Transfer Agent shall send an account statement or report to

the Unit Holder each time there is an activity in the account. Such

statements or report shall be sent by electronic means or ordinary

mail to the Unit Holder’s address recorded in the Register of Unit

Holders.

(d) In case the Management Company announces a suspension of

further issue of Units of Fund, it may allow existing Unit Holder

to continue acquiring Units out of any dividend declared on the

Units held.

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4.6.8. Issuance of Physical Certificates

(a) Unit Certificates will be issued only if requested by the Unit

Holder.

(b) Unit Holder can apply for the issue of Certificate by completing

the prescribed application form and submitting it to the relevant

Distribution Company together with a fee as may be determined

by the Management Company from time to time.

(c) The Certificate will be posted at the applicant's risk within 21

Business Days after the request for the Certificate has been made

to the address of the Unit Holder

(d) The Certificate will be available in such denomination as

Management Company and the Trustee decide from time to time.

Unless, the Unit Holder has instructed to the contrary, the

minimum number of Certificates will be issued.

(e) A Unit or any fraction thereof shall not be represented by more

than one Certificate at any one time.

4.6.9. Replacement of Certificates

(a) The Transfer Agent or Management Company may replace

Certificates, which are defaced, mutilated, lost or destroyed on

application received by them from the Unit Holder on the

prescribed form on the payment of all costs and on such terms as

to evidence, indemnity and security as may be required. Any

defaced or mutilated Certificate must be surrendered before a new

Certificate is issued.

(b) The Unit Holder shall on application on prescribed form be

entitled to consolidate the entire holding in the Fund into one (01)

Certificate upon surrender of existing Certificates.

(c) Each new issue of Certificates will require payment of fee as

fixed by the Management Company from time to time.

4.6.10. Issuance of Units in Book Entry form in CDS

Unit Holder may obtain Units in Book Entry form in CDS. The

Issuance of Units in CDS shall be made in accordance with the

procedure laid down in CDCPL Regulations.

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4.7. Procedure for Redemption of Units

4.7.1. Who Can Apply

All Unit Holders shall be eligible for redemption after the closure

of the Initial Period

4.7.2. Redemption Application Procedure

4.7.2.1. Request for Redemption of Units shall be made by

completing the prescribed redemption form and the same is

received at the Authorized Branch or office of the Distributor on

a Dealing Day during the Business Hours as may be announced

by the Management Company from time to time. The Distributor

may retain a copy of the Redemption Form and a copy may also

be supplied to the Registrar, if so required by the Management

Company.

4.7.2.2. The Management Company may redeem only part of the

Units comprised in a Certificate and reissue a new Certificate for

the remaining Units, however, in the case where Certificate is not

issued any number of Units may be redeemed by the Unite Holder

thereof. The relevant Certificate shall accompany the application

for Redemption of Units, if issued. At the discretion of the

Management Company certificate charges may apply for the

reissued Certificate.

4.7.2.3. The Registrar with the consent of the Trustee may dispense

with the production of any Certificate that shall have become lost,

stolen or destroyed upon compliance by the Unit Holder(s) with

the like requirements to those arising in the case of an application

by him for the replacement thereof.

4.7.2.4. The Distribution Company or the Registrar shall verify the

particulars given in the application for Redemption of Units. The

signature of any Unit Holder on any document required to be

signed by him under or in connection with the application for

redemption of Units may be verified by Management Company

or the Registrar or otherwise authenticated to their reasonable

satisfaction. In case of submission of electronic on-line

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redemptions the Unit Holder’s user ID and password will

authenticate his identity.

4.7.2.5. The Unit Holder will receive a note confirming the receipt

of the application for redemption from the relevant Distribution

Office.

4.7.2.6. If subsequent to receipt of the redemption application by

the Distributor, but prior to the redemption of the Units, the

application is found by the Management Company or the

Registrar or the Distributor to be incomplete or incorrect in any

material manner, the Management Company or Registrar or the

Distributor will advise the applicant to remove the discrepancy.

In the meanwhile, the application will be held in abeyance for

fifteen days. In the event the discrepancy is not removed in the

said fifteen days, the application for redemption will be cancelled

treating the same as null and void. The Unit Holder will then have

to submit a fresh application for Redemption of Units.

4.7.2.7. The Management Company shall ensure all valid

redemption request are paid based on ranking of the request in a

queue.

4.7.2.8. The amount payable on redemption shall be paid to the

Unit Holder Holder by dispatching a cheque/ bank draft/ pay

order for the amount to the registered address of the Unit Holder

or may be paid to the Unit Holder through Electronic Bank

transfer to the Unit Holder's designated bank account as

mentioned in the Investor Account Opening Form or Redemption

form within six Business Days from the date of presentation of

the duly completed Redemption form, electronic or otherwise, at

the Authorized Branch or office of the Distributor or the

Management Company.

4.7.2.9. No Money shall be paid to any intermediary except the

Unit Holder or his authorized representative.

4.7.2.10. The Management Company may make arrangements

through branches of banks to facilitate redemption of Units of the

Unit Trust. A request for redemption of Units may also be made

through the use of electronic means such as Internet or ATM

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facilities under prior arrangement with the Trustee and seeking

prior approval of the Commission.

4.7.2.11. The receipt of the Unit Holders for any amount payable in

respect of the Units shall be a good discharge to the Trustee and

the Management Company. moneys.

4.7.2.12. Application for Redemption of Units will be received at the

authorized offices or branches of the Distributor on all Dealing

Days. Where redemption requests on any one Dealing Day

exceed ten (10) percent of either the total number of Units

outstanding, such redemption requests in excess of ten (10)

percent may be deferred in accordance with the procedure

elaborated in the Clause 4.12.4.

4.7.2.13. On the occurrence of any circumstance specified in the

Regulation or the Deed that may require the Fund should be

suspended, the Management Company shall suspend the Sale and

Redemption of Units and the intimation of suspension shall be

made to the Unit Holders, the Trustee and the Commission

according to the procedure laid down in the Regulation.

4.7.2.14. The Management Company shall ensure that no entry and

exit from the Scheme (including redemption and re-issuance of

Units to the same Unit Holders on different NAVs) shall be

allowed other than the following manners, unless permitted

otherwise by the Commission under the Regulations:

(a) cash settled transaction based on the formal issuance and

redemption requests

(b) net off issuance and redemption transaction at same net

asset value when redemption request is ready to disburse

and rank at the top in the list of pending redemption

requests (if any).

The Management Company shall clearly specify Cut-Off Timings

(for acceptance of application forms of issuance, redemption, and

conversion of Units of the Scheme) mentioned in this Offering

Document, on its web site and at designated points. Such Cut-Off

Timing shall uniformly apply on all Unit Holders.

The Management Company shall ensure all valid redemption

request are paid based on ranking of the request in a queue.

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4.7.2.15. Redemption of Units in Book Entry form in CDS

Unit Holder may redeem their Units held in Book Entry form in

CDS. The Redemption of Units in CDS shall be made in

accordance with the procedure laid down in CDCPL Regulations.

4.8. Purchase (Public Offer) and Redemption (Repurchase) of

Units outside Pakistan

4.8.1. Subject to exchange control, SECP prior approval and other

applicable laws, Rules and Regulations, in the event of

arrangements being made by the Management Company for the

Purchase (Public Offer) of Units by investors not residing in

Pakistan or for delivery in any country outside Pakistan, the price

at which such Units may be issued may include in addition to the

Purchase (Public Offer) Price as hereinbefore provided a further

amount sufficient to cover any exchange risk insurance, any

additional stamp duty or taxation whether national, local or

otherwise leviable in that country in respect of such issue or of

the delivery or issue of Certificates, or any additional costs

relating to the delivery of certificates or the remittance of money

to Pakistan or any other cost in general incurred in providing this

facility.

4.8.2. In the event that the Redemption Price for Units shall be paid in

any country outside Pakistan, the price at which such Units may

be redeemed may include as a deduction to the Redemption Price

as hereinbefore provided a further amount sufficient to cover any

exchange risk insurance and any additional stamp duty or taxation

whether national, local or otherwise leviable in that country in

respect of such payment or redemption or any bank or other

charges incurred in arranging the payment or any other cost in

general incurred in providing this facility. Provided however,

neither the Management Company, nor the Trustee give any

assurance or make any representation that remittance would be

allowed by the State Bank of Pakistan at the relevant time

4.8.3. The currency of transaction of the Trust is the Pakistan Rupee and

the Management Company, Trustee or any Distributor are not

obliged to transact the purchase or redemption of the Units in any

other currency and shall not be held liable, save as may be

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specifically undertaken by the Management Company, for receipt

or payment in any other currency or for any obligations arising

therefrom.

4.9. Determination of Redemption (Repurchase) Price

4.9.1. The Redemption (Repurchase) Price shall be equal to the Net

Asset Value as of the close of Business Day (forward pricing):

(a) Any Back-end Load as per the details in this Offering

Document; and;

(b) Such amount as the Management Company may consider

an appropriate provision for Duties and Charges and other

levies etc; and

(c) Such amount as the Management Company may consider

an appropriate provision for Transaction Costs;

(d) Such sum shall be adjusted downward to the nearest paisa

Level of all back end loads shall be disclosed in the Offering

Document. An increase in Back End load will require 90 days

prior notice to the Unit Holder or any other period as specified in

the Regulations.

4.9.2. The Repurchase (Redemption) Price so determined shall apply to

redemption requests, complete in all respects, received by the

Distributor or the Management Company during the Business

Hours on the Dealing Day on which a correctly and properly filled

redemption application is received.

4.9.3. The Redemption Price determined by the Management Company

shall be made available for every Dealing day to the public at the

office and branches of the Distributors and at the discretion of the

Management Company may also be published in any daily

newspaper widely circulated in Pakistan and will be published at

Management Company’s and MUFAP’s website.

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4.10. Procedure for Requesting Change in Unit Holder

Particulars

4.10.1. Who Can Request Change?

All Unit Holders are eligible to change their Unit Holder details

if they so desire. For such change in particulars, a request shall be

made via the Special Instructions Form. These Forms may be

obtained from Distributors or Investment Facilitators or from the

Management Company or through its website. However, if Units

are held in CDS account then request should be made through

CDS Participant or the Investor Account Service (IAS) with

which the account is maintained, according to the procedure laid

down in CDC Regulations.

4.10.2. Application Procedure for Change in Particulars

(a) Some of the key information which the Unit Holder can change

is as follows:

i. Change in address

ii. Nominee detail

iii. Change in Bank Account details

iv. Account Operating instructions

v. Frequency of profit payments

vi. Systemic Conversion Option

Change will not be allowed in Title of account

(b) Fully completed Special Instructions Form has to be submitted by

Investor(s). This Form should be delivered to any of the

Authorized Branches of the Distribution Companies or may be

submitted to the Management Company through an Investment

Facilitator within Business Hours on a Dealing Day.

(c) The applicant must obtain a copy of the Special Instructions Form

signed and duly verified by an Authorized Officer of the

Distributor or Management Company.

(d) The Distribution Company and /or Management Company will

be entitled to verify the particulars given in the Special

Instructions Form. In case of any incorrect information the

application may be rejected if the applicant does not rectify the

discrepancy.

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(e) The Unit Holder will be liable for any taxes, charges or duties that

may be levied on any of the above changes. These taxes, charges

or duties may either be recovered by redemption of Unit Holder

equivalent Units at the time of the service request or the

Management Company may require separate payment for such

services.

4.10.3. Transfer, Nomination, Transmission and Systemic

Conversion Procedure

4.10.3.1. Unit Holder may, subject to the law, transfer any Units

held by them to any other investor. The transfer shall be carried

out after the Management Company/Transfer Agent has been

satisfied that all the requisite formalities including the payment

of any taxes and duties have been complied with.

4.10.3.2. Both the transferor and the transferee must sign every

instrument of transfer and the transferor shall be deemed to

remain the Holder of the Units transferred until the name of the

transferee is entered in the register. Every instrument of transfer

must be duly completed in all respects including affixation of

transfer stamps of the requisite value.

4.10.3.3. Where Certificates have been issued, the Management

Company / Transfer Agent with the consent of the Trustee may

dispense with the production of any Certificate that shall have

become lost, stolen or destroyed upon compliance by the Unit

Holder(s) with the like requirements to those arising in the case

of an application by him for the replacement thereof as provided

in this Offering Document. The Management Company or the

Transfer Agent shall retain all instruments of transfer.

4.10.3.4. The Transfer Agent shall, with the prior approval of the

Management Company or the Management Company itself be

entitled to destroy all instruments of transfer or the copies

thereof, as the case may be, which have been registered at any

time after the expiration of twelve years from the date of

registration thereof and all the Certificates which have been

cancelled at any time after the expiration of ten years from the

date of cancellation thereof and all registers, statements and

other records and documents relating to the Trust at any time

after the expiration of ten years from transmission to the Trust.

The Trustee or the Management Company or the Transfer Agent

shall be under no liability, whatsoever, in consequence thereof

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and it shall conclusively be presumed in favor of the Trustee or

the Management Company or the Transfer Agent that every Unit

of Transfer so destroyed was a valid and effective instrument

duly and properly registered by the Trustee or the Management

Company or the Transfer Agent and that every Certificate so

destroyed was a valid Certificate duly and properly cancelled,

provided that (i) this provision shall apply only to the

destruction of a document in good faith and without notice of

any claim (regardless of the parties thereto) to which the

document may be relevant; (ii) nothing in this sub-clause shall

impose upon the Trustee or the Management Company or the

Transfer Agent any liability in respect of the destruction of any

document earlier than as aforesaid or in any case where the

conditions of provision (i) above are not fulfilled. Reference

herein to the destruction of any document includes reference to

the disposal thereof in any manner. Complete list of unclaimed

dividends will be maintained by the Management Company and

shall not be destroyed.

4.10.3.5. A Unit Holder may convert the Units in a Unit Trust

Scheme managed by the Management Company into Units of

another Unit Trust Scheme managed by the Management

Company by redeeming the Units of first Scheme and issuance

of Units of later Scheme(s) at the relevant price applicable for

the day. The Transfer Agent or Management Company itself

shall carry out the conversion after satisfying that all the

requisite formalities have been fulfilled and payment of the

applicable taxes, fees and/or load, if any, has been received. The

Management Company may impose a time limit before which

conversion may not be allowed.

4.10.3.6. A Unit Holder may merge the Units which he/she has

invested with two folio/registration numbers into one folio/

registration number. The Transfer Agent shall carry out the

merger after satisfying that all the requisite formalities have

been completed and payment of applicable taxes and fee, if any,

has been received.

4.10.4. Partial Transfer

Partial transfer of Units covered by a single Certificate is

permitted provided that in case of physical certificates issued, the

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Unit Holder must apply for splitting of the Unit certificate

representing the partial amount and then the new certificate shall

be applied for transfer.

4.10.5. Conversion

Conversion of Units of the fund to Units of any other Fund/Plan

of any other Scheme managed by the Management Company can

be carried out by submitting the duly filled Conversion

Application Form, or any other Form as designated by the

Management Company for the purpose of conversion from time

to time, to the Authorized Branch of the Management Company

together with any certificate / document required. Physical

Certificates, if issued, must accompany the form.

4.11. Procedure for Pledge/Lien/Charge of Units

4.11.1. Who Can Apply?

(a) All Unit Holders are eligible to apply for pledge / lien / charge of

Units if they so desire. Such Pledge / Lien / Charge can be made

via the Pledge of Units Form as available on the Management

Company’s website www.almeezangroup.com. These forms may be

obtained from Distributors or Investment Facilitators or from the

Management Company or through its website. However, if Units

are held in CDS account then request should be made to the CDS

Participant or the Investor Account Service (IAS) with which the

account is maintained, according to the procedure laid down in

CDC Regulations.

(b) Any Unit Holder (where required) may request the Management

Company or Transfer Agent to record a pledge / lien of all or any

of his / her/ their Units in favor of any third party legally entitled

to invest in such Units in its own right. The Management

Company or Transfer Agent shall register a lien on any Unit in

favor of any third party with the consent of the Management

Company. However, the lien shall be valid only if evidenced by

an account statement or letter issued by the Management

Company or Transfer Agent with the Units marked in favor of the

Pledgee. The onus for due process having been followed in

registering a lien shall lie with the party claiming the lien.

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(c) The lien once registered shall be removed by the authority of the

party in whose favor the lien has been registered or through an

order of a competent court. Neither the Trustee, nor the

Management Company, nor the Transfer Agent, shall be liable for

ensuring the validity of any such pledge/charge/lien. The

disbursement of any loan or undertaking of any obligation against

the constitution of such pledge/charge/lien by any party shall be

at the entire discretion of such party and neither the Trustee nor

the Management Company and the Transfer Agent shall take any

responsibility in this matter.

(d) Payments of cash dividends or the issue of bonus Units and

redemption proceeds of the Units or any benefits arising from the

said Units that are kept under lien / charge / pledge shall be paid

to the order of the lien / charge / pledge holder’s bank account or

posted to the registered address of Pledgee mentioned in the

Pledge Form and/or Investor Account Opening Form submitted.

In case of Units are pledged through Central Depository System,

payments of cash dividends or the issuance of bonus Units goes

to the Pledger as per Central Depositories Act.

(e) The Distribution Company and / or Management Company will

be entitled to verify the particulars given in the Pledge Form. In

case of any incorrect information the application may be rejected

if the applicant does not rectify the discrepancy.

(f) Fully completed Pledge of Units Form has to be submitted by

Unit Holders. This Form should be delivered to any of the

Authorized Branches of the Distribution Companies or may be

submitted to the Management Company directly or through an

Investment Facilitator within Business Hours on a Dealing Day.

(g) All risks and rewards, including the right to redeem such Units

and operate such account, shall vest with the pledge / lien / charge

holder. This will remain the case until such time as the pledge /

lien / charge holder in writing to the Management Company

instructs otherwise.

4.12. Temporary Change in Method of Dealing, Suspension of

Dealing and Queue System

4.12.1. Temporary Change in the Method of Dealing

Under the circumstances mentioned in Clause 4.12.2 and 4.12.3,

Subject to compliance with Regulation (having regard to the

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interests of Unit Holders), the Management Company may

request the Trustee to approve a temporary change in the method

of dealing in Units.

A permanent change in the method of dealing shall be made after

expiry of at least one month’s notice to Unit Holders and with the

approval of Trustee.

4.12.2. Suspension of Fresh Issue of Units

The Management Company may, under the following

circumstances, suspend issue of fresh Units.

The situation of Force Majeure as defined in this Offering

Document;

A situation in which it is not possible to invest the amount

received against issuance of fresh Units or

Any other situation in which issuance of fresh Units is, in

Management Company’s opinion, against the interests of

the existing/remaining Unit Holders.

Such suspension may however not affect existing Unit Holders

for the issue of bonus Units as a result of profit distribution The

Management Company shall announce the details of

circumstances at the time a suspension of fresh issue is

announced. The Management Company shall immediately notify

SECP and Trustee if issuance of Units is suspended and shall also

have the fact published, immediately following such decision, in

the newspapers in which the Fund’s prices are normally

published.

In case of suspension of redemption of Units due to extraordinary

circumstances the issuance of Units shall also be kept suspended

until and unless redemption of Units is resumed

Investment Application Form received on the day of suspension

will not be processed and the amount received shall be returned

to the investor.

4.12.3. Suspension of Redemption of Units

The Redemption of Units may be suspended during extraordinary

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circumstances/ Force Majeure.

Redemption requests received on the day of the suspension shall

be rejected.

4.12.4. Queue System

In the event redemption requests on any day exceed ten percent

(10%) of the Units in issue, the Management Company may

invoke a Queue System whereby requests for redemption shall be

processed on a first come first served basis for up to ten percent

(10%) of the Units in issue. The Management Company shall

proceed to sell adequate assets of the Fund and / or arrange

financing as it deems fit in the best interest of all Unit Holders

and shall determine the redemption price to be applied to the

redemption requests based on such action. Where it is not

practical to determine the chronological ranking of any requests

in comparison to others received on the same Dealing Day, such

requests shall be processed on basis proportionate to the size of

the requests. The Management Company shall provide all

redemption requests duly timed and date stamped to the Trustee

within 24 hours of receipt of any such request following the queue

system. The requests in excess of ten percent (10%) shall be

treated as redemption requests qualifying for being processed on

the next Dealing Day at the price to be determined for such

redemption requests. However, if the carried over requests and

the fresh requests received on the next Dealing Day still exceed

ten percent (10%) of the Units in issue, these shall once again be

treated on first come first served basis and the process for

generating liquidity and determining the redemption price shall

be repeated and such procedure shall continue till such time the

outstanding redemption requests come down to a level below ten

percent (10%) of the Units then in issue.

4.12.5. Winding up in view of Major Redemptions

In the event the Management Company is of the view that the

quantum of redemption requests that have built up are likely to

result in the Fund being run down to an unsustainable level or it

is of the view that the sell off of assets is likely to result in a

significant loss in value for the Unit Holders who are not

redeeming, it may announce winding up of the Fund. In such an

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event, the Queue System, if already invoked, shall cease to apply

and all Unit Holders shall be paid after selling the assets and

determining the final Redemption Price. However, interim

distributions of the proceeds may be made if the Management

Company finds it feasible. In case of shortfall, neither the Trustee

nor the Management Company shall be liable to pay the same.

5. DISTRIBUTION POLICY

5.1. Declaration of Dividend

The Management Company shall decide as soon as possible but not later

than forty-five days after the Accounting year/interim period whether to

distribute among Unit Holders, profits, either in form of bonus Units or

cash dividend, if any, available for the distribution and shall advise the

Trustee of the amount of such distribution per Unit. The Fund will

comply with regulatory and taxation requirements and the distribution

policy may be amended accordingly.

The Management Company on behalf of the Scheme shall, for every

accounting year, distribute by way of dividend to the Unit Holders, not

less than ninety per cent of the accounting income of the Scheme

received or derived from sources other than capital gains as reduced by

such expenses as are chargeable to the Scheme under the Regulations.

For the purpose of this Clause the expression "accounting income"

means income calculated in accordance with the requirements of

International Accounting Standards (IAS)as are notified under the

Companies Ordinance, 1984, the Regulations and the directives issued

by SECP. Wherever the requirement of Regulations or the directives

issued by SECP differs with the requirement of IAS, the Regulations

and the said directives shall prevail.

Provided that for the purpose of determining distribution of at least

ninety percent of accounting income, the income distributed through

bonus units shall not be taken into accounts.

5.2. Determination of Distributable Income

The amount available for distribution in respect of any

Accounting Period shall be the sum of all income excluding

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capital gain (whether realized or unrealized), from which shall be

deducted:

the expenses, as stated in Clauses 6.2.1 to 6.2.4 of this

Offering Document; and

any taxes of the Fund

All the receipts deemed by the Management Company to be in

the nature of capital accruing from Investments shall not be

regarded as available for distribution but shall be retained as part

of the Fund Property, provided that such amounts out of the sale

proceeds of the Investments and all other receipts as deemed by

the Management Company to be in the nature of the net realized

appreciation may be distributable to the Unit Holders by the

Trustee upon instructions of the Management Company and shall

thereafter cease to form part of the Fund Property.

5.3. Payment of Dividend

All payments for dividend shall be made through payment

instruments or transfer of Funds to the Unit Holder‘s designated

bank account or the charge-holder’s designated bank account in

case of lien / pledge of Units as the case may be or through any

other mode of payment with the approval of Commission and

such payment shall be subject to the Regulations and any other

applicable laws issued from time to time.

5.4. Dispatch of Dividend Warrants/Advice

Dividend warrants/advices/payment instruments and/or Account

Statements shall be dispatched to the Unit Holders or the charge-

holders at their registered addresses.

5.5. Reinvestment of Dividend

The Management Company shall give the Unit Holders the option

at the time of opening of Unit Holder Account (via the Investor

Account Opening Form) within the Unit Holder Register to

receive new Units instead of cash dividend. The Unit Holders

shall be entitled to change such option.

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5.6. Bonus Units

The Management Company may decide to distribute, wholly or

in part, the distributable income in the form of stock dividend

(which would comprise of the Bonus Units of the Trust) if it is in

the interest of Unit Holders. After the fixing of the rate of

bonus distribution per Unit, in case of distribution in the form

of Bonus Units, the Management Company shall, under

intimation to the Trustee, issue additional Units issued in the

name of the Unit Holders as per the bonus ratio. The Bonus Units

would rank pari passu as to their rights in the Net Assets, earnings

and receipt of dividend and distribution with the existing Units

from the date of issue of these Bonus Units. The account

statement or Unit Certificate shall be dispatched to the Unit

Holder within fifteen days of the issue of Bonus Units.

5.7. Encashment of Bonus Units

The Management Company shall give the Unit Holder(s) the

option at the time of opening of Unit Holder Account (via the

Investor Account Opening Form) within the Unit Holder Register

to encash bonus Units. In such case the bonus Units issued to the

credit of such Unit Holder(s) shall be redeemed at the ex-dividend

NAV as calculated on the Business Day immediately preceding

the first day of the book closure announced for such purpose and

proceeds shall be credited in accordance with the normal

procedure already detailed above for Redemption of Units.

5.8. Closure of Register

The Management Company may close the Register by giving at

least seven (7) days notice to Unit Holder provided that the time

period for closure of register shall not exceed six (6) working days

at a time and whole forty five days in a Financial Year. During

the closure period, the sale, redemption, conversion of Units or

transfer of Units will be suspended. Notice for closure of register

should be published as per directives of SECP.

6. FEE AND CHARGES

6.1. Fees and Charges Payable by an Investor

The following fees and charges shall be borne by the Investor:

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6.1.1. Front-end Load

Front end Load is a part of Sales Load which may be included in

the offer price of the Units. The remuneration of Distributors shall

be paid from such Load and if the Front-end Load is insufficient

to pay the remuneration of the Distributors, the Management

Company shall pay the amount necessary to pay in full such

remuneration and no charges shall be made against the Fund

Property or the Distribution Account in this respect. Such

payments may be made to the Distributors by the Management

Company upon the receipt from the Trustee.

The Management Company may at its discretion charge different

levels of Load as per Annexure B. Any change in Front-end Load

shall be done through an addendum to the Offering Document

after seeking prior approval of the Commission.

A Distributor located outside Pakistan may if so authorized by the

Management Company and the Trustee retain such portion of the

Front-end Load as is authorized by the Management Company

and transfer the net amount to the Trustee, subject to the law for

the time being in force.

The issue price applicable to Bonus Units issued by way of

dividend distribution or issue of Units in lieu of cash distribution

shall not include any sales or processing charge.

6.1.2. Back-end Load

Back end Load deducted from the Net Asset Value in determining

the Redemption Price; provided however that different levels of

Back-end Load may be applied to different classes of Units, but

Unit Holders within a class shall be charged same level of Back-

end Load. Management Company may change the current level

of Back-end Load after giving 90 days prior notice to the Unit

Holder through newspaper (either Urdu or English Newspaper)

and via post and the unit holders shall be given an option to exit

at the applicable NAV without charge of Back-end Load as

specified in the Regulations.

The current level of Back-end Load is indicated in Annexure B.

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6.1.3. Other Charges

Transfer of Units from one owner to another shall be subject to a

Processing charge of an amount not exceeding 1% of the Net

Asset Value at the date the request is lodged, which shall be

recovered from the transferee. However, the processing charge

shall not be payable by successors in the case of inheritance or

distribution of the estate of a deceased Unit Holder.

Units issued to an Account holder through conversion from

another scheme run by the Management Company shall be issued

at a price based on the Net Asset Value on that date.

6.1.4. Expenses borne by the Management Company and the

Trustee

The Management Company and Trustee shall bear all

expenditures in respect of their respective secretarial and office

space and professional management services provided in

accordance with the provisions of the Deed. Neither the

Management Company nor the Trustee shall make any charge

against the Unit Holders nor against the Fund Property nor against

the Distribution Account for their services nor for expenses,

except such expenses or fees as are expressly authorized under

the provisions of the Regulations and the Deed to be payable out

of Fund Property.

Any cost associated with sales, marketing and advertisement of

the Scheme shall not be charged to the Scheme.

6.1.5. Remuneration of Distribution Company / Investment Agent

/ Investment Facilitator

The Distribution Company employed by the Management

Company will be entitled to a remuneration payable by the

Management Company out of its own resources and/or from

Front End Load on terms to be agreed between the Management

Company and the Distribution Company. The Investment

Facilitator/Investment Adviser/Sales Agent employed by the

Management Company will be entitled to a remuneration payable

by the Management Company out of its own resources.

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Distributors/Investment Facilitators located outside Pakistan

may, if so authorized by Trustee and the Management Company,

be entitled to remuneration (from Management Company’s own

resources) on terms to be agreed between them and the

Management Company, subject to the law for the time being in

force.

6.2. Fees and Charges Payable by the Fund

The following expenses shall be borne by the Fund:

6.2.1. Remuneration of the Management Company

The remuneration shall begin to accrue from the close of the

Initial Offering Period. In respect of any period other than an

Annual Accounting Period, such remuneration shall be prorated

on the basis of the actual number of days for which such

remuneration has accrued in proportion to the total number of

days in the Annual Accounting Period concerned.

Current level Management Fee is disclosed in Annexure "B".

Any increase in the current level of Management Fee, provided it

is with in the maximum limit prescribed in the Regulations shall

be subject to giving a ninety (90) days prior notice to the unit

holders and the unit holders shall be given an option to exit at the

applicable NAV without charge of any exit load.

6.2.2. Remuneration of the Trustee

The Trustee shall be entitled to a monthly remuneration out of the

Fund Property determined in accordance with Annexure "A".

The remuneration shall begin to accrue following the expiry of

the Initial Period. For any period other than an Annual

Accounting Period such remuneration will be prorated on the

basis of the actual number of days for which such remuneration

has accrued in proportion to the total number of days in an Annual

Accounting Period concerned. Any upward change in the

remuneration of trustee from the existing level shall require prior

approval of the Commission. However, any subsequent

downward revision in the remuneration of the trustee shall not

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require approval of the Commission and will be applicable

without the need to amend the constitutive documents.

6.3. Formation Costs

All preliminary and floatation expenses of the Fund including

expenses incurred in connection with the establishment and

authorization of the Fund, including execution and registration of

the Constitutive Documents, issue, legal costs, printing,

circulation and publication of the Offering Document, and all

expenses incurred during and up to the Initial Offering Period

subject to a maximum of one per cent of pre-IPO capital of the

Fund or Rupees five million, whichever is lower, shall be borne

by the Fund subject to the audit of expenses and amortized over a

period of not less than five years or within the maturity of the

Fund whichever is lower. This cost shall be reimbursable by the

Scheme to the Management Company, subject to the audit of

expenses. The Formation Cost shall be reported by the

Management Company to the Commission and the Trustee giving

their break-up under separate heads, as soon as the distribution of

the securities is completed

6.4. Other costs and expenses

The following charges shall also be payable out of the Fund

Property

(i) Custody, Brokerage, Transaction Costs of investing and

disinvesting of the Fund Property.

(ii) All expenses incurred by the Trustee in effecting the

registration of all registerable property in the Trustee’s

name.

(iii) Legal and related costs incurred in protecting or enhancing

the interests of the Unit Holders.

(iv) Bank charges, financing and financial costs;

(v) Auditors' Fees and out of pocket expenses.

(vi) Printing costs and related expenses for issuing Fund’s

quarterly, half yearly and annual reports

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(vii) Fund rating fee payable to approved rating agency.

(viii) Listing Fee including renewals payable to the Stock

Exchange(s) on which Units may be listed

(ix) Fee pertaining to the Fund payable to the Commission.

(x) Taxes, fees, , duties if any, applicable to the Fund and on

its income, turnover and/or its properties including the

Sales Tax levied on Services offered by the Management

Company (for management of Fund).

(xi) Charges and levies of stock exchanges, national clearing

and settlement company, CDC charges.

(xii) Any amount which the Shariah Advisor may declare to be

Haram and to be paid to approved charity institutions.

(xiii) Shariah Advisory fee

(xiv) Any other expenses as permissible under the Rules

and the Regulations from time to time and / or permitted

by the Commission.

As stipulated in the NBFC regulations, the total expense ratio of the fund

shall be capped at 4%. For this purpose, the costs incurred in relation to

any government levy on funds such as sales tax, Worker’s Welfare Fund

or SECP fee etc. shall be excluded while calculating Total Expense

Ratio.

7. TAXATION

7.1. Taxation on the Income of the Fund

7.1.1. Liability for Income Tax

The following is a brief description of the Income Tax Ordinance,

2001, applicable in respect of the Fund. This section is for advice

only and potential investors should consult their tax experts for

their liability with respect to taxation on income from investment

in the Fund. This part does not cover tax liability of non-Pakistani

resident investors with respect to taxes in their own jurisdiction.

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Under the Tax Law in Pakistan, the definition of a public

company includes a trust formed under any law for the time being

in force. The Fund will be regarded as a public company liable to

a tax rate applicable to a public company.

The income of the Fund will accordingly be taxed at the following

rates:

(i) Tax on dividend income is as applicable according to the

relevant law;

(ii) Capital Gains Tax as applicable according to the relevant

law

(iii) Return from all other sources / instruments are taxable at the

rate applicable to a public company.

7.1.2. Liability for Income Tax if Ninety Percent of Income is

distributed

Notwithstanding the tax rate given above, the income from the

Fund will be exempted from tax if not less than 90% of the

income for the year as reduced by capital gains whether realized

or unrealized is distributed amongst the Unit Holders as dividend.

The Fund will distribute not less than 90% of its income received

or derived from sources other than capital gains as reduced by

such expenses as are chargeable to the Fund.

7.2. Withholding tax

Under the provision of Clouse 47(B) of part (IV) of second

schedule of the income Tax Ordinence 2001, the Fund’s income

from dividend from (Shariah compliant) term finance certificates,

Sukuks, return on (Riba free) deposits with banks/financial

institutions, return from contracts, securities or instruments of

companies, organizations and establishments will not be subject

to any withholding tax.

7.3. Zakat on Fund

The Fund is Saheb-e-Nisab under the Zakat and Ushr Ordinance,

1980. The balance in the credit of savings bank account, or similar

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account with a bank standing on the first day of Ramzan-ul-

Mubarak will be subjected to Zakat deduction @ 2.5%.

7.4. Taxation and Zakat on Unit Holders

7.4.1. Taxation on Income from the Fund of the Unit Holder

The following is a brief description of the Income Tax Ordinance,

2001, applicable in respect of Unit Holder of the Fund. This

section is for advice only and potential investors should consult

their tax experts for their liability with respect to taxation on

income from investment in the Fund. This part does not cover tax

liability of non-Pakistani resident investors with respect to taxes

in their own jurisdiction.

7.4.2. Unit Holders of the Fund will be subject to tax on dividend

income distributed by the Fund at the applicable rate as

mentioned in Income Tax Ordinance 2001.

The tax deducted on dividend will be the final tax (except

for companies) and the payer will be required to withhold

the amount of tax at source from payment of dividend

except payment to the banking companies.

7.4.3. Capital gain arising from sale/redemption of Units

of the Fund will be subject to tax at the applicable

tax rate as mentioned in Income Tax Ordinance

2001.

7.4.4. Unitholders may be liable to pay tax even though

they may not have earned any gain on their

investment as return of capital through distribution

to investors is also taxable as per Income Tax

Ordinance, 2001.

7.4.5. Unit Holders who are exempt from income tax may

obtain exemption certificate from the

Commissioner of Income Tax and provide the same

to the Management Company and/or Transfer

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Agent and on the basis of Exemption Certificate

income tax will not be withheld.

7.4.6. Tax Credit to Unit Holders

Unit Holders other than a company shall be entitled to a tax credit

under Section 62 of the Income Tax Ordinance, 2001, on

purchase of new Units

7.4.7. Zakat

Units held by resident Pakistani Unit Holders shall be subject to

Zakat at 2.5% of the value of the Units under Zakat and Ushr

Ordinance, 1980, (XVII of 1980), except those exempted under

the said Ordinance. Zakat will be deducted at source from the

redemption proceeds. Above deduction will not be made if Unit

Holder provides declaration in due course of time to the

Management Company.

7.5. Disclaimer

The tax and Zakat information given above is based on the

Management Company’s tax and Shariah advisor’s interpretation

of the law which, to the best of the Management Company’s

understanding, is correct. Investors are expected to seek

independent advice so as to determine the tax consequences

arising from their investment in the Units of the Fund.

Furthermore, tax and Zakat laws, including rates of taxation and

of withholding tax, are subject to amendments from time to time.

Any such amendments in future shall be deemed to have been

incorporated herein.

8. REPORTS TO UNIT HOLDERS

8.1. Account Statement

The Management Company/Transfer Agent shall send directly to

each Unit Holder an account statement each time there is a

transaction in the account.

The Management Company/Transfer Agent shall provide account

balance and/or account activities through electronic mode to Unit

Holder, who opted for such service.

The Unit Holder will be entitled to ask for copies of his account

statement on any Dealing Day within Business Hours by applying

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to the Management Company/Transfer Agent in writing and

providing such fee as specified in Annexure __ that the

Management Company may notify from time to time.

8.2. Financial Reporting

(a) The Management Company shall prepare and transmit the

annual report physically in such form and manner as set out in

Regulations as amended or substituted from time to time.

(b) The Management Company shall prepare and transmit

quarterly reports physically (or through electronic means or on

the web subject to SECP approval) in such form and manner

as set out in Regulations as amended or substituted from time

to time.

8.3. Trustee Report

The Trustee shall report to the Unit Holder, to be included in the

annual and second quarter Financial Reports issued by the

Management Company to the Unit Holders, as to whether in its

opinion the Management Company has in all material respects

managed the Fund in accordance with the provisions of the

Regulations, the Constitutive Documents and if the Management

Company has not done so, the respect in which it has not done so

and the steps the Trustee has taken in respect thereof.

8.4. Fund Management Report

The Management Company shall prepare Fund Management

report each month, as per guideline issued by MUFAP and

transmit the same to the Unit Holders and also made available at

its website latest by 7th of each month.

9. WARNING AND DISCLAIMER

9.1. Warning

9.1.1. If you are in any doubt about the contents of this

Offering Document, you should consult your

Shariah scholar/consultant, bank manager, Legal

advisor, or other financial advisor. The price of the

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Units of this Fund and the income of this Fund

(from which distributions to Unit Holders is made)

may increase or decrease.

9.1.2. Investment in this Fund is suitable for investors who

have the ability to take the risks associated with

financial market investments. Capital invested in

the financial markets could in extreme

circumstances lose its entire value. The historical

performance of this Fund, other Funds managed by

the Management Company, the financial markets,

or that of any one security or transaction included

in the Fund’s portfolio will not necessarily indicate

future performance.

9.2. Disclaimer

9.2.1. The Units of the Fund are not bank deposits and are

neither issued by, insured by, obligation of, nor

otherwise supported by SECP, any Government

Agency, Trustee (except to the extent specifically

stated in this Offering Document and the Trust

Deed) or any of the shareholders of the

Management Company or any of the Pre-IPO

Investors or any other bank or financial institution.

The portfolio of the Fund is subject to market risks

and risks inherent in all such investments.

9.2.2. Fund’s target return/ dividend range cannot be

guaranteed. Fund’s Unit price is neither guaranteed

nor administered/ managed; it is based on the NAV

that may go up or down depending upon the factors

and forces affecting the capital markets and interest

rates.

10. GENERAL INFORMATION

10.1. Accounting Period / Financial Year of the Fund

Accounting Period means a period ending on and including an

accounting date and commencing (in case of the first such period)

on the date on which the Fund Property is first paid or transferred

to the Trustee and (in any other case) from the next day of the

preceding Accounting Period.

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Annual Accounting Period means the period commence on 1st

July and shall end on 30th June of the succeeding calendar year.

10.2. Inspection of Constitutive Documents

The copies of Constitutive Documents, such as the Deed and the

Offering Document, can be inspected free of charge at the

addresses given below, however such documents shall also be

available on the web site of the Management Company:

Ground Floor, Block B, Finance and Trade Centre (FTC)

Shahrah-e-Faisal Karachi

10.3. Transfer of Management Rights of the Fund

The management rights of the Fund may be transferred to another

management company upon the occurrence of any of the

following events in accordance with the procedure laid down in

the Regulations, the Deed and the Directive issued by the

Commission;-

(i) the Management Company goes into liquidation, becomes

bankrupt or has a liquidator appointed over its assets, or its

license has been cancelled or does not hold valid license;

(ii) where the Management Company is unable to remove the

suspension of redemption of Units of the Fund within the

fifteen Business Days of suspension and the Unit Holders

representing at least three fourth in value of total

outstanding Units of the concerned scheme pass a resolution

or have given consent in writing that the scheme be

transferred to another Management Company;

(iii) if in the opinion of the Commission further management of

the Fund by the existing Management Company is

detrimental to the interest of the Unit Holders, the

Commission may direct the Trustee to transfer the Fund to

another management company.

(iv) If the Management Company may retire voluntarily with the

prior written consent of the Commission.

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10.4. Extinguishment/Revocation of the Fund

The Fund may be extinguished by the occurrence of any of the

following events in accordance with the procedure laid down in

the Regulation, the Deed and the Directive issued by the

Commission;-

(i) where the Management Company is unable to remove the

suspension of redemption of Units of the Fund within the

fifteen business days of suspension and the Unit Holders

representing at least three fourth in value of total

outstanding Units of the Scheme pass a resolution or have

given consent in writing that the Scheme be revoked earlier

than the Life of the Fund mentioned in clause 1.4 above;

(ii) where the Management Company goes into liquidation,

becomes bankrupt or has a liquidator appointed over its

assets, or its license has been cancelled or does not hold

valid license;

(iii) in the opinion of the Management Company the Scheme is

not commercially viable or purpose of the Scheme cannot

be accomplished subject to the consent of Trustee;

(iv) the Management Company subject to regulatory approval,

may announce winding up of the Trust in the event

redemption requests build up to a level where the

Management Company is of the view that the disposal of

the Fund Property to meet such redemptions would

jeopardize the interests of the remaining Unit Holder(s) and

that it would be in the best interest of all the Unit Holder(s)

that the Trust be wound up;

(v) on occurrence of any event or circumstances which, in the

opinion of the Trustee, requires the Fund to be revoked;

and

(vi) where the Commission deems it necessary to revoke the

Fund so directs either Trustee or the Management

Company in the interest of Unit Holders.

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10.5. Procedure and manner of Revocation of the Fund

Revocation of the Fund shall be done in accordance with the

procedures and in the manner as mentioned in the Regulations

or through circulars/guidelines issued by the SECP from time to

time.

10.6. Distribution of proceeds on Revocation

In case of Revocation of the Fund the Trustee shall according to

the procedures laid down in the Regulations refund the net

proceeds to the Unit Holders in proportion to the number of Units

held by them.

11. GLOSSARY

Unless the context requires otherwise the following words or

expressions shall have the meaning respectively assigned to them:

"Accounting Date" means the thirtieth day of June in each year

and any interim date on which the financial statements of the Trust

are drawn up. Provided that the Management Company may, with

the written consent of the Trustee and after obtaining approval from

the Commission and the Commissioner Inland Revenue may

change such date to any other date and such change shall be

intimated to the Commission.

"Account Opening/Investment Account Opening Form" means

standardized form prescribed by the Management Company to be

duly filled by the investors at the time of opening an account with

the Fund.

"Accounting Period" means a period ending on and including an

accounting date and commencing (in case of the first such period)

on the date on which the Fund Property is first paid or transferred

to the Trustee and (in any other case) from the next day of the

preceding accounting period.

"Administrative Plans" means investment plans offered by the

Management Company and approved by the Commission, where

such plans allow investors a specific investment strategy in any one

or a combination of Schemes managed by the Management

Company in accordance with the conditions specified by SECP.

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"Annual Accounting Period" or "Financial Year" means the

period commence on 1st July and shall end on 30th June of the

succeeding calendar year.

"Auditor" means the Auditor of the Trust appointed by the

Management Company, with the consent of the Trustee, as per the

Regulations.

"Authorized Branches" means those Branches of Distributors or

Distribution Companies which are allowed by the Management

Company to deal in Units of the Funds managed by the

Management Company.

"Authorized Investments"

Authorized Investments are those as defined in the clauses 2.2and

2.3 of this Offering Document

“Back-end Load” means the charge deducted from the Net Asset

Value in determining the Redemption Price; provided however that

different levels of Back-end Load may be applied to different

classes of Units, as specified in this document.

"Bank" means Shariah based institution(s) providing banking

services under the Banking Companies Ordinance, 1962, or any

other regulation in force for the time being in Pakistan, or if

operating outside Pakistan, under the banking laws of the

jurisdiction of its operation outside Pakistan.

"Bank Accounts" means those account(s) opened and maintained

for the Trust by the Trustee at Banks, the beneficial ownerships in

which shall vest in the Unit Holder(s).

"Broker" means any person engaged in the business of effecting

transactions in securities for the account of others.

"Business Day" means any day on which scheduled banks/stock

exchanges are open for business in Pakistan.

"Certificate" means the definitive certificate acknowledging the

number of Units registered in the name of the Unit Holder issued

at the request of the Unit Holder pursuant to the provisions of the

Trust Deed.

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"Connected Person" shall have the same meaning as assigned in

the Rules and Regulations.

"Constitutive Documents" means the Trust Deed, this Offering

Document and such other documents as defined in the Regulations.

"Contingent Load" means the charge deducted from the Net

Asset Value in determining the Redemption price, not exceeding

five percent (5%) of the Net Asset Value per unit of the Fund. Any

such charges shall be treated as part of the Trust Property. Different

Levels of Contingent Load may be charged to different classes of

Units, as specified in this Offering Document.

"Custodian" means a Bank, a Depository or an Investment

Finance Company licensed under the Regulations, which may be

appointed by the Trustee in consultation with the Management

Company to hold and protect the Fund Property or any part thereof

as custodian on behalf of the Trustee, and shall also include the

Trustee itself if it provides custodial services for the Fund.

"Cut-Off Time" / "Business Hours" means the day time for

dealing in Units of the Fund. The current Cut-Off Timing/Business

Hours are mentioned in Annexure "B" of this Offering Document.

"Dealing Day" means every Business Day from Monday to Friday

of every week. Units will be available for dealing (purchase,

redemption, transfer, switching etc) on Dealing Days during Cut-

off Time. Provided that the Management Company may with the

prior written consent of the Trustee and upon giving not less than

seven days notice in two widely circulated English or Urdu

newspapers in Pakistan declare any particular Business Day(s) not

to be a Dealing Day(s).

"Distribution Account" means the Bank Account (which may be

a current, saving or deposit account) maintained by the Trustee

with a Bank as directed by the Management Company in which the

amount required for distribution of income to the Unit Holder(s)

shall be transferred., income or profit, if any, including those

accruing on unclaimed dividends, in this account shall be

transferred to the main account of the Fund from time to time, as

part of the Fund Property for the benefit of the Unit Holder(s).

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

"Distributor"/"Distribution Company" means Company(ies),

Firm(s), Sole Proprietorship concern(s), individual(s), Banks or

any other Financial Institution appointed by the Management

Company under intimation to the Trustee for performing any or all

of the Distribution Functions and who are registered with MUFAP

as Registered Service Providers. The Management Company may

itself also performs the Distribution Function.

"Distribution Function" means the functions with regard to:

a. receiving applications for issue of Units together with the

aggregate Offer Price for Units applied for by the applicants;

b. issuing receipts in respect of (a) above;

c. interfacing with and providing services to the Holders

including receiving redemption/transfer applications,

conversion notices and applications for change of address or

issue of duplicate Certificates for immediate transmission to

the Management Company or the Transfer Agent as

appropriate;

d. accounting to the Management Company for all: (i) payment

instruments received from the applicants for issuance of Units;

(ii) payments instruments to the Holders on redemption of

Units; and (iii) expenses incurred in relation to the Distribution

Function.

e. the above functions may be performed electronically, if

appropriate systems are in place.

"Duties and Charges" means in relation to any particular

transaction or dealing all stamp and other duties, taxes,

Government charges, bank charges, transfer fees, registration fees

and other duties and charges in connection with the increase or

decrease of the Fund Property or the creation, issue, sale, transfer,

redemption or purchase of Units or the sale or purchase of

Investment or in respect of the issue, transfer, cancellation or

replacement of a Certificate or otherwise which may have become

or may be payable in respect of or prior to or upon the occasion of

the transaction or dealing in respect of which such duties and

charges are payable, but do not include the remuneration payable

to the Distribution Company or any Commission payable to agents

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on sales and redemption of Units or any Commission charges or

costs which may have been taken into account in ascertaining the

Net Asset Value.

"Exposure" shall have same meanings as provided in the

Regulations.

"Federal Government" means the Federal Government of

Islamic Republic of Pakistan.

"Financial Institution" means a Bank, Development Finance

Institution, Non Banking Finance Company, Modaraba or an

institution registered under relevant laws to provide financial

services within or outside Pakistan.

"Force Majeure" means any occurrence or circumstance or

element which delays or prevents performance of any of the terms

and conditions of this Deed or any obligations of the Management

Company or the Trustee and shall include but not limited to any

circumstance or element that cannot be reasonably controlled,

predicted, avoided or overcome by any party hereto and which

occurs after the execution of this Deed and makes the performance

of the Deed in whole or in part impossible or impracticable or

delays the performance, including but not limited to any situation

where performance is impossible without unreasonable

expenditure. Such circumstances include but are not limited to

floods, fires, droughts, typhoons, earthquakes and other acts of God

and other unavoidable or unpredictable elements beyond

reasonable control, such as war (declared or undeclared),

insurrection, civil war, acts of terrorism, accidents, strikes, riots,

turmoil, civil commotion, any act or omission of a governmental

authority, failure of communication system, hacking of computer

system and transmissions by unscrupulous persons, closure of

stock exchanges, banks or financial institutions, freezing of

economic activities and other macro-economic factors, etc.

"Formation Cost" means preliminary expenses relating to

regulatory and registration fees of the Scheme, flotation expenses

of the Scheme, expenses relating to authorization of the Scheme,

execution and registration of the Constitutive Documents, legal

costs, printing, circulation and publication of this Offering

Document, announcements describing the Scheme and all other

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expenses incurred until the end of the Initial Period.

“Front-end Load” means the Sales load which may be included

in the offering price of the Units; provided however that different

levels of Front-end Load may be applied to different investors, as

determined by the Management Company. However aggregate of

Front-end Load and Back-end Load should not exceed 3% of Net

Asset Value.

"Government Securities" includes monetary obligations of the

Government or a Provincial Government or a corporation wholly

owned or controlled, directly or indirectly, by the Federal

Government or a Provincial Government and guaranteed by the

Federal Government and any other security as the Federal

Government may, by notification in the official Gazette, declare, to

the extent determined from time to time, to be a Government

Security.

"Holder or Unit Holder" means the investor for the time being

entered in the Register as owner of a Unit including investors

jointly so registered pursuant to the provisions of the Trust Deed.

"Initial Period" or "Initial Offering Period" will start from

_______________(mention date here) means a period determined

by the Management Company during which Units will be offered

as mentioned in clause 1.6 of this Offering Document.

"Initial Price" or "Initial Offer" means the price per Unit on the

first day of the Initial Period determined by the Management

Company.

"Investment" means any Authorized Investment forming part of

the Fund Property.

"Investment Facilitators"/Advisors" means an individual,

firm, corporate or other entity appointed by the Management

Company to identify, solicit and assist investors in investing in

the Scheme. The Investment Facilitator/Advisor is not authorized

to perform the Distribution Functions. The Management

Company shall compensate the Investment Facilitators.

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"Investment Form" means a standardized form prescribed by the

Management Company to be duly filled by the investor to purchase

Units and will be stated in this Offering Document.

"Investment Segment" means portion of investment generally

made in the authorized investments as mentioned in clause 2.2.6

above

"Management Company" means Al Meezan Investment

Management Limited.

"Net Assets", in relation to the Trust, means, the excess of assets

over liabilities of the Scheme as calculated in accordance with the

Regulations.

"Net Asset Value" or "NAV" means per Unit value of the Trust

arrived at by dividing the Net Assets by the number of Units

outstanding.

"Offer Price" or "Purchase (Public Offer) Price" means the

sum to be paid by the investor for purchase of one Unit, such price

to be determined pursuant to this document.

"Offering Document" means this document (issued by the

Management Company with written consent of the Trustee and

approved by the Commission) which contains the investments and

distribution policy, unit structure(s) and all other information in

respect of the Unit Trust, as required by the Rules and Regulations

and is circulated to invite offers by the public to invest in the

Scheme.

"Online" means transactions through electronic data-interchange

whether real time transactions or otherwise, which may be through

the internet, intranet networks and the like.

"Ordinance" means the Companies Ordinance, 1984.

"Par Value" means the face value of Rs. 50 for a Unit of the Fund.

"Pledge Form" means a standardized form prescribed by the

Management Company to be duly filled by the investor to Pledge

his/her Units and will be stated in this Offering Document.

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Meezan Dedicated Equity Fund (MDEF) – Standard Offering Document

"Profit Distribution Date" means the date on which the

Management Company decides to distribute the profits (if any).

"Provincial Governments" mean the Provincial Governments of

all four provinces of Pakistan.

"Redemption Form" means a standardized form prescribed by the

Management Company to be duly filled by the investor to redeem

Units and will be stated in this Offering Document.

"Redemption Price or Repurchase Price" means the amount to

be paid to the relevant Holder upon redemption of that Unit, such

amount to be determined pursuant to this document.

"Registrar Function" means the functions with regard to:

a. Maintaining the Register, including keeping a record of

change of addresses/other particulars of the Holders;

b. Issuing account statements to the Holders;

c. Issuing Certificate, including Certificates in lieu of

undistributed income to Holders;

d. Canceling old Certificates on redemption or replacement

thereof;

e. Processing of applications for issue, redemption, transfer

and transmission of Units, recording of pledges, liens and

changes in the data with regard to the Holders;

f. Issuing and dispatching of Certificates;

g. Dispatching income distribution warrants, and bank

transfer intimation and distributing bonus Units or partly

both and allocating Units to Holders on re-investment of

dividends;

h. Receiving applications for redemption and

transfer/transmission of Units directly from Holder or legal

representatives or through Distributor;

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i. Maintaining record of lien/pledge/charge; and

j. Keeping record of change of addresses/other particulars of

the Holders.

"Rules" mean Non-Banking Finance Companies (Establishment

and Regulation) Rules 2003 as amended from time to time.

"Regulations" mean Non-Banking Finance Companies and

Notified Entities Regulations, 2008 and the Schedules and Forms

attached to it as amended/replaced from time to time.

“Shariah” means divine guidance as given by the Holy Qur'an and

the Sunnah of Holy Prophet Muhammad (PBUH) and embodies all

aspects of the Islamic faith, including beliefs, practices, rules and

principles as per the interpretation of the Shariah Advisor of the

fund.

“Sales Load” mean Front end load and Back end load and any

processing charges or Commission (excluding Duties and Charges)

not exceeding five percent of NAV or as may be allowed under the

Regulations, which may be included in the offer price of all or

certain class of Units or deducted from the NAV in order to

determine the Redemption Price of certain classes of Units.

"SECP" or "Commission" means Securities and Exchange

Commission of Pakistan established under Securities and

Exchange Commission of Pakistan Act, 1997 and shall include its

successor.

"Special Instructions Form" means a standardized form

prescribed by the Management Company to be duly filled by the

investor to change his/her particulars and will be stated in this

Offering Document.

"Stock Exchange" means Stock Exchanges registered under the

Securities and Exchange Ordinance, 1969.

"Sukuk" means a type of Islamic bond that is backed by assets of

the issuer that earn profit or rent.

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"Transaction Costs" means the costs incurred or estimated by the

Management Company to cover the costs (such as, but not

restricted to, brokerage, Trustee charges, taxes or levies on

transactions, etc.) related to the investing or disinvesting activity of

the Trust’s portfolio, inter alia, necessitated by creation or

cancellation of Units, which costs may be added to the NAV for

determining the Offer Price of Units or to be deducted from the

NAV in determining the Redemption Price.

"Transfer Agent" or "Registrar" means a company including a

Bank that the Management Company shall appoint for performing

the Registrar Functions. The Management Company may itself

perform the Registrar Function.

"Transfer Form" means a standardized form prescribed by the

Management Company to be duly filed by the investor to transfer

Units and will be stated in this Offering Document.

"Trust Deed" or "Deed" means the Trust Deed of the Fund

executed between the Management Company and the Trustee along

with all the exhibits appended hereto.

"Trust" or "Unit Trust" or "Fund" or "Scheme" or MDEF

means the Unit Trust constituted by the Trust Deed for continuous

offers for sale of Units.

Words and expressions used but not defined herein shall have the

meanings assigned to them in the Ordinance, the Rules and the

Regulations, words importing persons include corporations, words

importing the masculine gender include the feminine gender, words

importing singular include plural and words "written" or "in

writing" include printing, engraving lithography, or other means of

visible reproduction. The headings and table of contents are for

convenience only and shall not affect the construction of this

Offering Document.

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ANNEXURE ‘A’

Note:

Any downward revision in the remuneration of trustee may be

applied in consultation with trustee without the need to amend the

offering document.

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ANNEXURE ‘B’

Current Level of Front-end, Back-end Load and Management Fee

A maximum of 3% of NAV can be charged as Front-end Load plus Back-end Load. Current level of Front-end and Back-end Load as decided by the Management

Company is as follows:

Class of Unit Front- End

Load

Back-

End Load

Contingent

Load

Class "A" Units

(Only for Schemes managed

by Al Meezan Investment

Management Limited)

0% 0%

0%

Class "B" Units

(For all other funds)

0% - 3% 0% 2%

Note:

Contingent Load shall be charged to the Plan/Fund of Funds Schemes

managed by other AMCs. The Load shall be charged in case redemption

from the fund is made before the stated maturity/duration of the

Plan/Fund of Funds (of other AMCs) as mentioned in the SECP’s

Approved Constitutive documents.

Current Level of Management Fee:

The Management Company shall charge a management fee of 2% of

average annual net assets

Business Hours & Cut-Off Timing

The day time on a Dealing Day (Except Friday) for dealing in Units is

from 9:00 am till 4:00 pm. However, for Friday, the dealing time shall

be from 9:00 am to 4:45 pm.

Note:

Any change in the Business Hours/Cut-off Time shall be notified

through website of the Management Company, under intimation to the

trustee.

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Further, Cut-Off Timings/Business Hours for the month of Ramadan

shall be notified to Unit-Holders via the Company’s website.

Any increase in Management Fee, Front End Load or Back end Load

shall be implemented with prior approval of the SECP.

Any increase in management fee and back end load shall be subject to

giving a ninety (90) days prior notice to the unit holders and the unit

holders shall be given an option to exit at the applicable NAV without

charge of any exit load.

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ANNEXURE ‘C’

Designated Distribution Outlets

Following are the branches of Al Meezan for investors to execute

mutual fund transactions. In addition to these, investors may use any

branch of Meezan Bank, Standard Charted Sadiq across Pakistan,

through Online Transactions-Member Services Area or through MBL’s

Internet Banking facility for the execution of their transactions.

1. Karachi Office:

Ground Floor, Finance and Trade Centre, Shahrah-e-Faisal,

Karachi

Tel: (92-21) 111-633-926, 35630722-26

2. Karachi – Sale Hub

Banglow #43-5-E/2, Shah Abdul Latif Road

PECHS Block 6, Karachi

Tel: 021-34559262-5

3. Karachi- North Nazimabad Branch:

Shop # G-1, G-2, Ground Floor, Ajwa Residency, B-1, Block-L,

North Nazimabad, Karachi

Tel: (92-21) 36641491-4

4. Karachi- Bahadurabad Branch:

Shop # 4, Ground floor, Adam Arcade, B.M.C.H Society,

Shaheed-e-Millat Road, Block #3, Karachi

Tel: (92-21) 34923112-6

Karachi –DHA Phase 4 Branch

5. Karachi- DHA Branch:

Shop # 01 Ground Floor, Sunset Commercial St-02, Khayaban

e Jami, Near Baitussalam Masjid, Phase IV, D.H.A Karachi.

Tel: (92-21) 35802411-4

6. Karachi – Gulshan Branch:

Shop #02, Ground Floor, Shelozon Centre, Block 15 Gulshan e

iqbal Karachi 021-34990491-4

7. Lahore Office:

Ground Floor, Leeds Centre, Gulberg III, Main Boulevard,

Lahore

Tel: (92-42) 111-633-926, 35783608-12

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8. DHA Lahore Office:

1st Floor, Meezan Bank T Block Branch, Plot No. 7, CCA-2, T Block,

Phase II, DHA Lahore. (92-42) 35747060-3

9. Faisalabad Office:

First Floor, Taj Plaza, Kotwali Road, Faisalabad

Tel: (92-41) 32412371-4

10. Islamabad Office:

Office No 7 Ground Floor, Buland Markaz Jinnah Avenue Blue Area,

Islamabad.

Tel: (92-51) 2801471-73

11. Rawalpindi Office:

Plot # 17, Zubair Plaza, 1st Floor, Chaklala Scheme III Main

Commercial Area Rawalpindi Cantt.

Tel: 051-5766364-6

12. Peshawar Office Office No 6-D, Ground Floor, 6 Saddar Road, Peshawar Cantt,

Peshawar.

Tel: (92-91) 5271911-14

13. Multan Branch:

1st Floor, Meezan Bank Rasheedabad Chowk Branch, Aneesa Plaza

Rasheedabad Chowk, Khanewal Road Multan.

Tel: (92- 61) 6305911-5

14. Abbottabad Branch:

1st Floor, Al-Fateh Shopping Centre, Opposite Radio Station,

Abbottabad- Sarmayakari Markaz.

Tel: (92-992) 408182